New Corporate Governance Requirements for Cayman Islands Mutual Funds and Private Funds
On 14th April 2023, CIMA published a new Rule (“Rule”) and Statement of Guidance (”SOG”) on corporate governance for Mutual Funds and Private Funds.
The Rule and SOG became effective in October 2023 and set out CIMA’s requirements for corporate governance for all Mutual Funds and Private Funds.
Key changes include:
- Private Funds are now in the scope of the SOG;
- CIMA’s wider expectations for board meetings of Private Funds and records of those meetings;
- CIMA’s clarification of board composition to include diversity of background, skills, experience and expertise as well as an appropriate number of directors;
- CIMA’s increased obligations for self-assessment of the performance of operators;
- CIMA’s increased focus on the independence of operators, adherence to a code of conduct and application of independent judgment;
- CIMA’s increased expectations on management and disclosure of conflicts of interest of operators; and
- Penalties for non-compliance with the Rule can be levied by CIMA against the fund and its operators.
BGA Law offers the following services to assist Cayman Islands Mutual Funds and Private Funds in complying with the Rule and the SOG:
- Review of the Fund’s constitutional documents and offering documents;
- Review of the Fund’s Anti-Money Laundering Compliance Manual;
- Preparation of a Corporate Governance Manual tailored to meet the specific needs of the Fund;
- Amendments to the Fund’s constitutional documents and offering documents to incorporate the Corporate Governance Manual; and
- Preparation of Board Resolutions to adopt the Corporate Governance Manual and amendments.
Contact our Cayman Islands Resident Partner, Stefanie Suckoo, at (345) 769-1618 or stefanie.suckoo@bga.law to discuss further and to obtain a quote to bring your fund into compliance.
