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Companies Act

Conyers

All Good Things Must Come to an End: The Cayman Islands Court of Appeal Provides Helpful Guidance on Dissolution Orders

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Frequently obtained, but rarely challenged, dissolution orders are an important final step in the process of liquidation. Dissolution represents the end of an official liquidation and the end of a company’s life. In a...more

A&O Shearman

Draft UK Building Societies Act 1986 (Modifications) Order 2024 Published

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The draft Building Societies Act 1986 (Modifications) Order 2024 has been published, together with an explanatory memorandum. The Order amends Parts 7 and 8 of the Building Societies Act 1986 to assimilate the law relating to...more

A&O Shearman

UK Building Societies Act 1986 (Amendment of Small Business Turnover Limit) Order 2024 Published

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The Building Societies Act 1986 (Amendment of Small Business Turnover Limit) Order 2024 has been published, together with an explanatory memorandum. The Order amends section 7(10) and (11) of the Building Societies Act 1986...more

Carey Olsen

An overview of Cayman Islands foundation companies

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A foundation company is a vehicle unique to the Cayman Islands. It has features akin to a company, retaining separate legal personality and limited liability, whilst functioning in a manner similar to a civil law foundation...more

Conyers

Taking Security Over Shares in a Cayman Islands Exempted Company

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The Cayman Islands (“Cayman”) is recognised as a leading international financial centre and well regarded as a creditor-friendly jurisdiction (with the absence of debtor-friendly insolvency such as Chapter XI in the United...more

Conyers

日本企業のケイマン諸島持株会社上場

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日本の音響制作会社のBloomZは最近、Nasdaqでそのケイマン諸島持株会社を上場しました。弊事務所は日本の事業会社のケイマン諸島持株会社によるIPOに従事しており、日本企業が香港またはNYSE/Nasdaqで上場する際にかかるケイマン諸島持株会社ストラクチャーを採用することがなぜ有益なのか、本稿でご説明したいと思います。...more

Conyers

Listing Japanese Companies Using Cayman Holding Companies

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Having recently completed the listing on Nasdaq of BLOOMZ, the Cayman Islands incorporated holding company of a Japanese audio production company, and being currently engaged to act on a number of IPOs of Cayman Islands...more

Conyers

Ten Things You Need To Know About… BVI Economic Substance

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The British Virgin Islands (the BVI), along with most other major offshore jurisdictions, has introduced “economic substance” requirements for entities carrying on certain specified activities. This economic substance regime...more

Conyers

Restructuring in the Cayman Islands: The New Regime

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On August 31, 2022, significant amendments to Part V of the Cayman Islands Companies Act (“Act”) took effect to revamp the Cayman Islands restructuring regime. These amendments introduced the new role of a court-appointed...more

Morgan Lewis

UK Takeover Panel Makes Extensive Compensation and ‘Cold Shoulder’ Orders for UK Takeover Code Breaches

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The UK Takeover Panel (Panel) has made its first-ever compensation order under the statutory powers granted to it under the Companies Act 2006 (CA 2006). It has also issued “cold shoulder” orders against 10 individuals, the...more

Conyers

Cayman Islands Non-Petition Clauses: Precision Is Paramount

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In a very recent judgment in the wake of the Abraaj Group fallout, the Grand Court of the Cayman Islands refused to strike out a just and equitable winding up petition and, in the process, analysed the effect of a purported...more

Conyers

Key Advantages of Using Cayman Islands Exempted Companies

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Cayman Islands companies are commonly used in structuring international transactions. The Cayman Islands has also established itself as the jurisdiction of choice for the listed issuers on the Hong Kong Stock Exchange. As at...more

Conyers

Bermuda – Economic Substance Declaration Filings – May 2024 Alert

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The Economic Substance Act 2018 (the “Act”)1 requires Bermuda-based entities that are carrying on a “relevant activity” in a relevant financial period and entities claiming “non-resident entity” status under the Act to file...more

Walkers

New frontiers in cross-border disclosure orders

Walkers on

On 24 April 2024, Doyle J handed down judgment in In the matter of New Frontier Health Corporation (Cause No. FSD 72 of 2022 and FSD 74 of 2022). In doing so, he refused the application of a Cayman-Islands incorporated...more

Walkers

The Cayman Islands Court of Appeal will consider whether a company's shareholders can bring claims for misrepresentation against...

Walkers on

In an unprecedented turn of events, two recent proceedings in the Grand Court of the Cayman Islands considered the same complex legal issues just one week apart. Both In the Matter of HQP Corporation Limited (assigned to...more

Conyers

Regulatory & Risk Advisory Review: Cayman Islands – January to March 2024

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Welcome to the first instalment of 2024 of our Cayman Islands Regulatory & Risk Advisory Review. As we cover in this issue, there have been a number of updates in the first quarter of the year. Perhaps most notably is the...more

Conyers

Amendments to the Cayman Islands Companies Act: Share Capital Reduction

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On 11th March 2024, the Cayman Islands government issued the Companies (Amendment) Act, 2024 (“the amendment Act”). The amendment Act seeks to amend the Companies Act (2023 Revision) (“the principal Act”) to address various...more

Walkers

Shareholder rights plans in Bermuda

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In recent years, the global markets (predominantly in the US) have experienced a significant surge in hostile takeovers, largely due to the COVID 19 pandemic, which impacted public companies' equity values and ultimately...more

Conyers

Directors in the Firing Line

Conyers on

While those running companies may be aware of the numerous management and accounting breaches that can give rise to civil liability, there is generally less recognition of the possibility that breaches can also give rise to...more

Walkers

Cayman Islands Schemes of Arrangement now available for Exempted Limited Partnerships using the Restructuring Officer Regime

Walkers on

A Cayman Islands scheme of arrangement is a court approved compromise or arrangement between a company and its creditors or shareholders (or classes thereof). A scheme of arrangement is frequently used to implement a...more

Conyers

Bermuda Philanthropic Structures Continue to Grow in Popularity

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With its well-respected regulatory regime and highly regarded professional services industry, Bermuda continues to be an ideal location for the creation of an international philanthropic or charitable structure. Companies and...more

Walkers

Restructuring officers appointed over troubled segregated portfolios

Walkers on

The Grand Court of the Cayman Islands recently confirmed expressly for the first time that it has jurisdiction to wind up a segregated portfolio company ("SPC") on the insolvency of one or more, but not all, of its segregated...more

Walkers

Cayman Islands - Company Law Amendments

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The Companies (Amendment) Act, 2024 (the "Amendment Act") has been passed by the Cayman Islands Parliament. The Amendment Act is not yet in force. It will come into force by the making of a subsequent Cabinet order. ...more

Conyers

Receivership Order for Cayman Islands Segregated Portfolio Fund Secured in 3 Months

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Feb 2024 On 12 January 2024, the Honourable Mr Justice Kawaley granted an order for the appointment of receivers pursuant to Section 224 of the Companies Act (2023 Revision) (the “Act”), over the Premier Life Settlement Fund...more

International Lawyers Network

Establishing a Business Entity in New Zealand (Updated)

TYPES OF BUSINESS ENTITIES - There are various entities available in New Zealand from which a business can be operated. The most commonly adopted entities are: 1. Company (including Incorporated Joint Venture (JVC))...more

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