The core advantages of registering a Cayman company
Cayman companies are listed on mainstream international securities markets (such as the Hong Kong Stock Exchange、Nasdaq、(New York Stock Exchange, etc.) are widely recognized。For Chinese companies,Registering a Cayman company is to build an overseas red chip structure or VIE (protocol control) structure、The most legal and effective SPV (special purpose vehicle) vehicle to achieve overseas curve listings。
There is no corporate income tax in the Cayman Islands、capital gains tax、withholding tax、estate or gift tax。As a Cayman exempted company,There is no need to pay local taxes,You can also apply for a Tax Exemption Certificate from the local government for up to 20 years (up to 30 years).,Securing future protection from tax law changes。
The Cayman Islands does not have any exchange control laws,Funds and profits can flow in and out freely。Companies can open bank accounts and denominate company equity in any currency around the world,Greatly facilitates offshore trade financing、Cross-border mergers and acquisitions and overseas fund collection and payment。
Cayman companies enjoy a high degree of secrecy,Its shareholder list and director list are completely closed to the public.。No government agency or public has direct access to shareholder specific information,Ultimate Beneficiary (UBO) information is confidentially declared to the Cayman Competent Authority only by the registered agent。
Only one shareholder and one director are required (can be the same person/legal person),No nationality or residence restrictions。Except for entities regulated by specific financial licenses,General exempt companies are not required to file financial statements with the government,No annual financial audit required,It is also not compulsory to hold an annual general meeting of shareholders。
According to the new "Company Law (Amendment)" in 2021,Cayman launches Reorganization Officer (RO) system,Triggering automatic stay proceedings with extraterritorial effects,Provide asset preservation for companies in debt crisis。at the same time,The "head count" test for shareholder voting was canceled in the agreement.,Greatly facilitates the privatization and delisting process of Chinese concept stocks/Hong Kong stocks。
Venue and personnel conditions for registering a Cayman company
At least one director is required。Directors can be natural persons,Can also be a legal entity。There are no restrictions on the nationality or place of residence of directors,No need to hire a local resident director in Cayman。
At least one shareholder is required (i.e. at least one subscriber holding one share)。Shareholders can be natural persons or legal persons,No nationality restrictions。Notice:Cayman exempted companies have imposed a blanket ban on the issuance of bearer shares,All shares must be registered shares。
No legal minimum or maximum limit。However, the lowest government fees apply,Standard practice is to establish a minimum authorized capital of $50,000 (divided into 50,000 shares,par value $1 per share)。Allows issuance of shares with or without par value,However, mixed issuance is not allowed。
The law mandates that every Cayman company must have a registered address in the Cayman Islands,And appoint a local licensed registered agent (Registered Agent)。Hong Kong Xintong can provide you with compliant local addresses and licensed agency services。
The name cannot be the same or highly similar to an existing name。Exempt company names do not have to end in "Limited" or "Ltd.",Bilingualism is allowed (e.g. Chinese and English)。unless authorized,Bank use is strictly prohibited、Trust、Mutual Fund、Insurance、Sensitive words such as Royal。
There is no legal requirement to appoint an officer or company secretary,But in regular corporate governance a company secretary is usually appointed to facilitate administration,There is no restriction on local residents for this position。
Information required to register a Cayman company
For natural person directors、Shareholders and ultimate beneficiaries:A certified copy of your passport (including photo and personal information) is required。If it is not copied by the agency in person,Must be notarized,And the notarization must confirm that the "true copy" and the photo are "true likeness" to the person.。In some cases, double photo ID is required。
Need to provide the full name of the holder、residential address、Utility bill with date of issue and name of issuing agency、Cable TV bill or bank statement。Some institutions strictly require original documents (ORIGINAL),or receive a certified copy。
Directors/shareholders holding more than 10% of the shares are required to provide:1. 银行资信证明(Banker's reference),Confirm account relationship and activity for more than two years;2. Professional reference,Issued by a lawyer or accountant who has known the client for at least two years。
If the shareholder/director is a legal person:A Certificate of Incorporation (COI) is required、Incumbency/Good Standing、Articles of Association (M&A)、Latest list of directors/shareholders,and an up-to-date certified organizational chart to identify the ultimate beneficiary (UBO)。
Must fill in the "KYC Questionnaire" and "Due Diligence Questionnaire" provided by Hong Kong Information Communication。Sufficient information must be provided to prove the legality of the source of the proposed investment.,and provide an overall description or business plan of the proposed business,Ensure company activities are consistent with client context。
Compliance red lines and warnings for registering a Cayman company
Application process for registering a Cayman company
The customer provides 1-3 proposed company names,HKIT submits a search to the Cayman Registrar of Companies (Registrar of Companies)。After confirming that there are no duplicate names or illegal words,Pay a fee to retain the name。
Client submits passport、Proof of address、KYC documents such as recommendation letters and sources of funds。Hong Kong Xintong's legal team drafts the Memorandum of Association (Memorandum)、Articles of Association and Statutory Declaration of Not Doing Business in the Local Area。
Submit the complete set of documents and registration fee to the Cayman Registrar’s Office。Routine approval takes 3-5 working days;If you pay an expedited fee,Enjoy 24-hour or same-day expedited service,Issue "Company Registration Certificate"。
After the company is established,Appointment of first directors by initial subscribers,Convene first board meeting。Process allotment of shares、Open a bank account、by company seal、Apply for tax exemption certificate and other statutory administrative matters。
After registration is completed,HKIT delivers a full set of corporate documents to clients,Includes certificate of registration、Articles of Association、Minutes of the first board meeting、Register of Directors and Shareholders、Stock book and company seal, etc.。
Details of fees for registering a Cayman company
The registration and maintenance fees of a Cayman company mainly depend on the size of the company’s authorized capital (Authorised Capital)。The following is an estimate of the fee structure based on standard minimum authorized capital ($50,000),For specific quotations, please refer to the final plan of Hong Kong Information Communication Co., Ltd.:
one、 Establishment/registration stage fees
| Expense items | Amount estimate (USD) | illustrate |
|---|---|---|
| Government registration fees | $575 – $732 | Standard fees for authorized capital ≤ USD 50,000。If the capital is between US$1 million and US$2 million,Fees will rise to $1,688-$2,298。 |
| Basic legal and service fees | $900 – $1,200 | Contains drafting M&A、Professional legal services such as document submission。 |
| Miscellaneous out-of-pocket expenses | $320 – $590 | including stamp duty、Filing fee、Company seal and notary fees, etc.。 |
| All-Inclusive Registration Package | $2,900 – $3,200 | Covers first year government fees、Registered address、Total price for agency services and document preparation。 |
| Expedited registration fee (Optional) | about $488 | 24Government expedited service fee for hourly or same-day issuance。 |
| Tax-free guarantee certificate (Optional) | about $1,830 | Apply to the government for a certificate of immunity from taxation for the next 20 years。 |
two、 Later annual maintenance fees (from the second year onwards)
| Expense items | Amount estimate (USD) | illustrate |
|---|---|---|
| annual government fees | $575 – $732 | Payable to the Cayman Registrar in January each year,Based on authorized capital of US$50,000。 |
| Registered address and agent fee | $900 – $1,400 | The local compliance registered address and annual service fee of the licensed agent provided by Hong Kong Xintong。 |
| Total annual maintenance cost | $1,925 – $2,610 | The basic annual review total cost to maintain the normal existence of the company。 |
| Additional administrative services (Optional) | about $500 / item | If you need company secretarial service (Company Secretary) or letter forwarding service。 |
Well-known corporate cases for registering Cayman companies
Limited by China’s restrictions on foreign investment in Internet audio-visual programs,Bilibili registered a holding company in the Cayman Islands in 2013。Control domestic operating entities through VIE structure,and adopts a Differential Voting Rights (WVR) architecture,Successfully listed on NASDAQ and the Hong Kong Stock Exchange。
2019Registered as an exempted limited liability company in Cayman。Sign exclusive services with domestic entities through domestic WFOE、VIE contracts such as purchase rights and equity pledges,Obtain actual control over domestic gaming business,Finally, it was listed on the main board of the Hong Kong Stock Exchange as a Cayman entity.。
Innovative pharmaceutical companies usually need to absorb large amounts of venture capital。Both companies were incorporated in the Cayman Islands as an exempted company with limited liability as the listed entity and the group's new holding company,Reorganization through red chip structure,Successfully listed on the Hong Kong Stock Exchange。
2007Registered "Longfor Real Estate (Cayman)" as a shell listing entity。By establishing a multi-layered offshore structure of "first-tier BVI + Cayman company + second-tier BVI + Hong Kong company",Combined with family trust,Not only achieve overseas listing,It also achieves family wealth risk isolation。
Frequently Asked Questions about Registering a Cayman Company(FAQ)
It is possible to register a holding company without actual operations,However, Cayman’s Economic Substance Act must be followed。Although the substantive requirements for pure equity holding companies are relatively low,However, you still need to submit an annual notice of economic substance to the Tax Information Authority (TIA) every year for compliance declaration.。
No actual payment required。The Cayman Islands government has no legal minimum limit on the registered capital of offshore companies.,Usually US$50,000 is used as the standard "Authorised Capital" to apply for the lowest government fees,No actual capital verification is required。
will not be made public。Cayman exempted companies enjoy extremely high levels of business confidentiality,Its shareholder list and director list are completely closed to the public.,Not directly accessible to any government agency or public。The ultimate beneficiary information is only confidentially filed with the Cayman authorities by the agency.。
unnecessary。Incorporating a Cayman company requires at least one director,Directors can be natural persons or legal entities,There are no restrictions on nationality or place of residence,There is no need to hire a local resident director in Cayman。
unnecessary。The name of a Cayman Exempted Company does not have to end with “Limited” or “Ltd.”。also,Company names are allowed to be registered in bilingual languages (such as English and Chinese)。
Generally not needed。Unless your Cayman company is subject to specific financial regulatory laws (such as mutual funds regulated by CIMA、insurance companies, etc.),Ordinary exempt companies are not required to file financial statements with the government,There is also no need for an annual financial audit,However, accounting books must be properly kept for at least 5 years。
Under the premise that due diligence (KYC) documents are fully prepared,Regular government approval takes 3 to 5 working days。If there is an urgent need,After paying an expedited fee of approximately $488,Enjoy 24-hour or same-day expedited service。
The annual review must be completed in January every year。Mainly include:Submit an annual return to the Cayman Registrar (declaring that business is carried out offshore)、Pay annual government fees、Update and maintain statutory register (directors/shareholders/UBO),and submit an economic substance declaration to TIA。
Cayman exempted companies can apply for a "Tax Exemption Certificate" from the Cayman government。This certificate protects the company from any tax laws that may be introduced for the next 20 years (and up to 30 years),The application fee is approximately $1,830。
Mainstream capital markets such as the Hong Kong Exchange (HKEX) and NASDAQ in the United States highly recognize the Cayman Islands’ corporate law system.。In comparison,The Hong Kong Stock Exchange does not accept direct listing applications from offshore companies registered in the BVI (British Virgin Islands),Therefore, Cayman companies have become the standard for compliant overseas listed entities.。
cannot。Although early laws allowed,However, according to the latest amendments to Cayman’s laws,Cayman exempted companies have imposed a blanket ban on the issuance of bearer shares,All bearer shares need to be converted to registered shares to comply with international anti-money laundering compliance requirements。
The Cayman Islands does not have any exchange controls,Free entry and exit of funds。Cayman companies can be established in any country or region in the world (such as Hong Kong、Singapore、Switzerland, etc.) Open an offshore bank account,and denominate the company's share capital and conduct transactions in any currency。

