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Cayman Islands ELP Registration Procedures and Fees

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Cayman Islands ELP Registration Procedures and Fees

Unless otherwise indicated, the Cayman Islands company mentioned in this quotation refers to an Exempted Limited Partnership formed and registered in accordance with the Exempted Limited Partnerships Act of the Cayman Islands.

Our fees for the formation and registration of an exempted limited partnership (with authorised capital of USD1 and standard partnership agreement) in the Cayman Islands are USD9,500. The fees quoted include our professional registration service, provision of a registered agent and registered office service for one year and the payment of official filing fees to the Cayman Islands Government. In short, our fees cover all formalities to bring a Cayman Islands exempted limited partnership into existence.

For the purpose of registration of an exempted limited partnership, it must have at least one general partner who is a Cayman Islands resident as defined under Cayman Islands law and at least one limited partner. The operating and management conditions of an exempted limited partnership are listed in the exempted limited partnership agreement.

You will need to provide the proposed name of the company, the amount of registered capital, identity proof, such as passport or Certificate of Incorporation, and address proof, such as utility bill or address of registered office, of each person who will be the general partner and limited partner and a duly completed Know Your Client form.

The registration of an exempted limited partnership in Cayman Islands can be completed in around 2 to 3 weeks. With express service, company could be registered within 5 working days.

Following the year of registration and thereafter, you are required to pay an Annual Renewal fee of USD5,500 and Economic Substance Classification fee of USD500 before 30 November to maintain your exempted limited partnership in good standing. Kaizen will send our notice of annual renewal to clients 2 months before the due date of payment.

Our fees quoted here do not cover the application for special permit or licence. If your Exempted limited partnership will be engaging in business activities that require licence or permit, Kaizen can provide such services and our fees will be quoted separately.

Important Note: The fees quoted here are for reference only and are subject to change from time to time.  

  1. Cayman Islands Exempted Limited Partnership Incorporation Fees

    When client incorporate an exempted limited partnership in the Cayman Islands, they will usually incorporate a Cayman Islands exempted company first as the general partner of the proposed exempted limited partnership. We can assist to incorporate an exempted company in Cayman Islands also and our fee is USD4,805. Please refer to the Cayman Islands Exempt Company Incorporation quotation for more details.

    After the Cayman Islands exempted company is incorporated, it can start to incorporate an exempted limited partnership. Our fees for handling the registration of an exempted limited partnership with authorised capital of USD1 with standard limited partnership agreement are USD9,500.  In particular, our fees cover the following services:
    (1)
    Preparation of standard limited partnership agreement;
    (2)
    Preparation of resolution of general partners agreeing to form an exempted limited partnership;
    (3)
    Preparation of section 9 statement and other relevant documents;
    (4)
    Submit the incorporation documents;
    (5)
    A certified copy of Certificate of Good Standing of General Partner (if more than one general partner, it will have extra fee)
    (6)
    A certified copy of Certificate of Incorporation of General Partner (if more than one general partner, it will have extra fee)
    (7)
    Provision of first year registered agent service;
    (8)
    Our incorporation fee;
    (9)
    Incorporation Government fee;
    (10)
    Fee for initial filing of register of ultimate beneficial owners;
    (11)
    One company kit.

    In conclusion, our total fees for a Cayman Islands exempted company and an exempted limited partnership are USD4,805 + USD9,500 = US$14,305.

    Note:
    (i)
    If there are more than two general partners or/and two limited partners, an extra service fee of USD200 will be charged for each additional general partner/limited partner.
    (ii)
    Chinese name is available. If Chinese name is required, an extra fee of USD400 will be charged.
    (iii)
    Our service fee quoted above does not cover courier charge.

  2. Other Services (Optional)

    Item

    Description

    Fee (USD)

    1

    Express service (Note 1)

    1,200

    2

    Chinese company name

    400

    3

    CPA certification of incorporation documents (per set)

    100

    4

    Notarization and legalization for the incorporation documents (Note 2)

    TBA


    Note:
    (1)
    A company could be incorporated within 5 days with Express Service.
    (2)
    Kaizen can arrange to have the registration documents of your Cayman Islands company notarisation by Notary Public and legalisation by the consulate general and designed attesting officers in Cayman Islands. Our fees for these services will be quoted upon request.

  3. Payment Terms and Methods

    Upon receipt of your confirmation of engagement, we will issue and email our invoice together with the wiring instruction to you for your settlement. Please write our invoice number or account number in the message section of the remittance receipt and send a copy of the same to us after fund is remitted. Because of the nature of services, we require full payment in advance. Also, once service is commenced, no service fee will be refunded except in special cases.

    We currently accept Hong Kong Dollar check, cash or TT and credit card through PayPal only. If payment is settled through PayPal, extra 5% services fee will be charged.

  4. Cayman Islands Exempted Limited Partnership Registration Procedures and Time Frame

    The registration of an Exempted Limited Partnership in Cayman Islands normally takes 2 to 3 weeks in a smooth case. With express, the company can be registered within 5 working days. The following table shows the time required for each of the steps:

    Step

    Description

    Days

    1

    Client places an order for incorporation with Kaizen and provide the documents and information listed in Section 9 to Kaizen by email or post

    Client’s schedule

    2

    Client arranges to have the identification documents of the general partner(s) and limited partner(s) certified by Kaizen or other attesting officers

    Client’s schedule

    3

    Kaizen performs name availability search

    1

    4

    Kaizen or its associate in Cayman Islands files the incorporation documents with the Registrar of Companies

    2

    5

    The Registrar of Companies issues the Certificate of Incorporation

    5-10

    7

    Kaizen prepares other corporate documents and sends them to client for signing

    1

    8

    Client returns the duly signed documents back to Kaizen by email or post

    1

    9

    Whole process completed; company kit being delivered to Client

    Courier’s schedule


  5. Basic Structure of a Cayman Islands Exempted Limited Partnership

    The minimum requirements of an exempted limited partnership in Cayman Islands are as follows:
    • One general partner, one limited partner and one registered office
    • At least one Cayman Islands resident or Cayman Islands registered company or a company registered elsewhere but also a foreign company incorporated in the Cayman Islands as general partner. Limited partner can be legal entities or natural persons, with no restrictions on nationality.
    • Minimum share capital is USD1.

  6. Materials Required for Incorporation

    Client needs to provide the following documents and information to Kaizen by email or post for purpose of incorporating a company in Cayman Islands:
    (1)
    One photocopy of passport and residential addresses proof which issued not more than 3 months and in English (such as utility bill or telephone bill or bank statement) in respect of each general partner and limited partner; if general partner and limited partner is another corporation, please provide Certificate of Incorporation, latest registered office address proof, latest register of directors, latest register of members and register of ultimate beneficial owners, and the identity and residential address proof of each shareholder or Ultimate Beneficial Owner holding more than 10% of shares in that company;
    (2)
    Duly completed Company Incorporation Order Form and CDD Form (Provide by Kaizen);

    The identification documents of the shareholders must be certified by Kaizen, or by a CPA, lawyer or attesting officer. Client can visit any of our offices with the original copy of the identification documents of the shareholder and director for certification.

  7. Annual Fees for Second and Subsequent Years

    The annual maintenance costs for the second and subsequent years of a Cayman Islands exempted limited partnership (share capital no more than USD50,000) are USD5,500. The annual maintenance costs include annual franchise or license fees, annual registered office and registered agent fee. Annual renewal fees are due for payment before 30 November every year.

    In addition to the abovementioned annual maintenance fees, the International Tax Co-Operation (Economic Substance) Act came into effect 1 January 2019 requires legal entities to report and file relevant information about the business annually. For the company conducting business activity in the scope of Relevant Activities, it requires to demonstrate a degree of economic substance within the Cayman Islands in order to prevent profit shifting. Services fee USD500 will be charged for data collection, uploading and submission of information. If the company conducts business activity in the scope of Relevant Activities, the company requires to file Economic Substance Report annually. The extra reporting fee will be depended on the type of Relevant Activities.

    We will send the notice of annual renewal to you by email two months in advance. Please kindly contact us if you do not receive any email from us by 31 October.

References
[ BVI Business Company Incorporation Procedures and Fees]
[ Marshall Islands IBC Incorporation Procedures and Fees]
[ Summary of Features of Cayman Islands Exempted Company]
[ Cayman Islands Brief Introduction]

If you wish to obtain more information or assistance, please visit the official website of Kaizen CPA Limited at www.kaizencpa.com or contact us through the following and talk to our professionals:

Email: info@kaizencpa.com
Tel: +852 2341 1444
Mobile : +852 5616 4140, +86 152 1943 4614
WhatsApp/ Line/ WeChat: +852 5616 4140
Skype: kaizencpa
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