Exploring the Funds Hub

The Cayman Islands is the world's leading domicile for hedge funds and alternative investment vehicles. Its combination of regulatory pragmatism, tax neutrality, legal certainty and deep service-provider infrastructure makes it the jurisdiction of choice for managers launching funds that accept institutional and sophisticated investor capital.

This guide explains the principal fund structures available, their key features, the formation process, the role of the Cayman Islands Monetary Authority (CIMA), and how Cayman compares with competing jurisdictions.

A Cayman Islands investment fund is a collective investment scheme organised under Cayman law to pool capital from investors and deploy it in accordance with a defined investment strategy. The legislative framework draws primarily on the Mutual Funds Act (as revised) and the Private Funds Act (as revised), which together regulate the two broad categories of fund:

1.

Mutual funds – open-ended vehicles that issue redeemable interests and are regulated under the Mutual Funds Act.

2.

Private funds – closed-ended vehicles that issue non-redeemable interests and are regulated under the Private Funds Act.

Common legal structures include the exempted limited partnership (the dominant private fund vehicle), the exempted company, the segregated portfolio company (SPC) and the unit trust. The choice of structure depends on factors such as investor base, strategy and liability ring-fencing requirements.

Cayman hedge funds share a set of characteristics that have driven the jurisdiction's dominance:

Tax neutrality – No income tax, capital gains tax, withholding tax or corporate tax is levied at the fund level, ensuring a single layer of taxation at the investor's home jurisdiction.

Flexible investment mandates – Funds may invest across asset classes, including equities, credit, digital assets, derivatives and real assets, with no statutory restrictions on strategy.

Investor familiarity – Institutional allocators, pension funds, endowments and sovereign wealth funds routinely accept Cayman fund documentation as market standard.

Deep service-provider ecosystem – A mature network of administrators, custodians, auditors, prime brokers, directors and legal counsel supports the full fund lifecycle.

Robust legal framework – English common law underpins the Cayman legal system, providing predictable contract enforcement, experienced courts and a well-developed body of fund-related case law.

The jurisdiction delivers a combination of commercial and structural advantages that benefit both managers and investors:

Speed to market – A standard Cayman fund can be launched in two to three months, where documentation is in agreed form and service providers are engaged.

No exchange controls – Capital moves freely into and out of the jurisdiction without restriction, supporting global multi-currency strategies.

Regulatory proportionality – CIMA applies risk-based supervision tailored to fund type and investor sophistication, avoiding the prescriptive operational requirements seen in onshore regimes.

Global recognition – Cayman fund vehicles are widely accepted by US, European and Asian counterparties and satisfy the due diligence requirements of major institutional gatekeepers.

Liability segregation options – SPCs allow managers to ring-fence assets and liabilities of individual strategies within a single legal entity, reducing cost and complexity for multi-strategy platforms.

The formation process is well-established and follows a predictable sequence:

Structuring and strategy definition – The manager works with Cayman counsel to select the appropriate vehicle (exempted limited partnership, exempted company or SPC), agree on governance arrangements and confirm the regulatory classification (mutual fund or private fund).

Service-provider engagement – The fund appoints an administrator, an auditor (where required), a custodian/prime broker (where required), and independent directors (where required).

Doc...

These extremely popular and flexible funds are governed by the Securities and Investment Business (Incubator and Approved Funds) Regulations, Revised Edition 2020, as amended (the Regulations) and the Incubator and Approved Funds Guidelines. The British Virgin Islands (BVI) has often been described as the "home" of the emerging manager and these two fund products further reinforce that message.

The incubator fund is aimed at start-up managers looking to establish a track record and test a strategy in the most cost- efficient manner. The approved fund is aimed at managers looking to establish a fund for a small, private and longer-term offering in a tested and respected funds jurisdiction.

In order to qualify as an incubator or approved fund, a fund must fall within the requisite thresholds regarding (i) the number of investors, (ii) the maximum value of its net assets and (iii) the minimum initial contributions by each investor (incubator funds only). An approved fund is also required to appoint an administrator to ensure suitable oversight of its operations.

The key features of incubator & approved funds

Rapid approval times by the Financial Services Commission (the Commission) ensuring that the fund can be launched within a timescale that meets the manager's requirements

Light regulation and minimal ongoing regulatory obligations

Limited mandatory information to be contained in an offering document means that the fund can operate using a short-form term sheet, keeping legal costs and time associated with set-up to a minimum

Stripped back requirements for mandatory functionaries to be appointed (other than the appointment of an administrator for an approved fund). The manager can therefore elect to only appoint functionaries they believe the fund requires from the outset

No requirement to conduct an audit or file audited financial statements

The incubator fund has a two-year validity period (with the possibility to extend this by a maximum of 12 months on application to the Commission), which gives the manager time to test their strategy and determine whether the fund is viable before committing to operate as a private, professional or approved fund

Option to convert to a private or professional fund at a later date, should the fund outgrow the applicable restrictions

Ability to commence business within two business days of lodging a complete application for approval with the Commission

Criteria for the incubator & approved funds

Number of investors: Incubator and approved funds must have no more than 20 investors. Once this limit is met, the Regulations allow a reasonable time to upgrade the fund to the next level, ensuring a smooth continuity of operation

Minimum investment: For incubator funds only, each investor must be a "sophisticated private investor", which simply means that they were invited to invest in the fund and must make a minimum initial investment of US$20,000. There is no prescribed minimum investment amount for approved funds

Total assets: The net assets of an incubator fund must not at any time exceed US$20 million. The net assets of an approved fund must not at any time exceed US$100 million

Valuation policy: The fund is required to maintain a clear and comprehensive policy for the valuation of its assets (Fund Property) with procedures that are sufficient to ensure that the valuation policy is effectively implemented. The valuation policy shall:

Be appropriate for the nature, size, complexity, structure and diversity of the fund and the Fund Property

Be consistent with the provisions concerning valuation in its constitutional documents and term sheet/offering document

Require valuations to be undertaken at least on an annual basis

Include procedures for preparing reports on the valuation of the Fund Property

Specify the mechanisms in place for disseminating valuation information and reports to investors

Minimum investor disclosures: Each investor must be provided with a written warning (either in a pr...

A PIF is required to maintain a valuation policy setting out the applicable procedures for the valuation of fund property, the preparation of reports on the valuation and setting out the mechanisms for sharing valuation information with investors (Valuation Policy). A PIF must ensure that the person appointed as its valuation "appointed person" values fund property in accordance with the valuation policy.

A PIF should also have a safekeeping policy and adequate arrangements in place for the safekeeping of fund property (Safekeeping Policy).

On an annual basis, a PIF should review its Valuation Policy and Safekeeping Policy to ensure compliance with BVI legislation.

A PIF must maintain records that are sufficient to show and explain its transactions, to enable its financial position to be determined with reasonable accuracy at any time, to enable it to prepare financial statements and make returns and, if applicable, to enable its financial statements to be audited.

A PIF must prepare financial statements for each financial year that comply with:

The International Financial Reporting Standards, promulgated by the International Accounting Standards Board

UK generally accepted accounting principles (GAAP)

US GAAP

Canadian GAAP; or

Internationally recognised and generally accepted accounting standards equivalent to the accounting standards referred to above

The BVI anti-money laundering (AML) regime applies to all funds as they are classified as "relevant persons" under the Anti-Money Laundering Regulations, Revised Edition 2020. In addition to appointing an appropriately qualified and independent individual as MLRO (as mentioned above), a fund will be required to:

Put in place investor on-boarding procedures which address typical "know your client" requirements.

Put in place and maintain a written and effective system of internal controls which provides appropriate policies, processes and procedures for forestalling and preventing money laundering and countering the financing of terrorism (the Manual). The Manual should be reviewed annually to ensure compliance with AML regime in the BVI.

Report suspicious transactions to the Financial Investigation Agency (FIA) in the BVI

Report the identity of its appointed MLRO to the FIA

The BVI rules do provide for funds to outsource all and any of these obligations to functionaries based outside of the BVI, such as an administrator or investment manager. Any outsourcing must, however, be documented in writing.

PIFs are required to register for a Global Intermediary Identification Number (GIIN) with the US Internal Revenue Service. Funds are also required to enrol with the ITA. Enrolment for FATCA and CRS reporting is made through the ITA's online portal, called the BVI "Financial Account Reporting System". Funds must also pay an annual enrolment fee of US$185 to the ITA through the ITA's online portal.

PIFs will need to identify reportable accounts and start to report the necessary information to the ITA. The reporting deadline for FATCA and CRS is 31 May.

The information that must be reported under FATCA and CRS is broadly similar and includes: the name, date of birth, tax identification number (for Specified US Persons where available); National Insurance Number (for Specified UK Persons, where available); jurisdiction of residence (for reportable persons under CRS only); the account number; name and GIIN of the reporting financial institution; and the account balance (some minimums apply under FATCA).

A CRS additional information form must also be filed via the ITA's online portal by 30 September.

The BVI Business Companies (Amendment) Act 2024 and the BVI Business Companies and Limited Partnerships (Beneficial Ownership) Regulations 2024 introduced a requirement for BVI business companies and limited partnerships to file beneficial ownership information with the Registry via the Registry's online filing system "VIRRGIN".

PIFs are exempt from the requirement to file beneficial ownersh...

This guide provides an overview of the British Virgin Islands' Approved Manager regime. The regime came into effect on 10 December 2012 with the Investment Business (Approved Managers) Regulations, Revised Edition 2020 (the Regulations) and the Approved Investment Managers Guidelines (the Guidelines). It introduces a less onerous regulatory regime for BVI domiciled investment managers and investment advisers and compliments the more heavily regulated investment business licensing regime under Part I of the Securities and Investment Business Act, Revised Edition 2020 (SIBA).

The key features of the new regime are:

For eligible managers and advisors, an alternative to licensing under Part I of SIBA

The applicant must be a BVI company or limited partnership

Application form provides for self-certification of "fit and proper" status of the applicant

The approved manager can commence business seven days after filing a short and simple application with the Financial Services Commission (the Commission) pending formal approval

The approved manager can act as manager or advisor to any number of incubator, approved, private or professional funds recognised under SIBA, as well as funds domiciled outside of the BVI in a Recognised Jurisdiction (as defined below) and closed ended funds domiciled in the BVI or in a Recognised Jurisdiction, if they have the key characteristics of a private or professional fund

The approved manager is subject to caps of (i) aggregate assets under management of US$400 million for open ended funds and (ii) aggregate capital commitments of US$1 billion for closed ended funds

Annual return and unaudited financial statements to be filed with the Commission

No capital adequacy or professional indemnity insurance requirements and no requirement to appoint a compliance officer. The Regulatory Code does not apply

At this point in time, a Recognised Jurisdiction for these purposes means:

Argentina, Australia, Bahamas, Bermuda, Belgium, Brazil, Canada, Cayman Islands, Chile, China, Curacao, Denmark, Finland, France, Germany, Gibraltar, Greece, Guernsey, Hong Kong, Ireland, Isle of Man, Italy, Japan, Jersey, Luxembourg, Malta, Mexico, Netherlands, New Zealand, Norway, Panama, Portugal, Singapore, Spain, South Africa, Sweden, Switzerland, United Kingdom and the United States of America.

Criteria for approved managers

An approved manager may carry on business (defined as "relevant business" in the Regulations) as an investment manager or investment adviser to:

1. One or more incubator, approved, private or professional funds recognised under SIBA (or funds domiciled outside the BVI but in a Recognised Jurisdiction)

2. One or more closed ended funds which are domiciled in the BVI and have certain key characteristics of a private or professional fund

3. One or more open ended or closed ended funds which are domiciled in a Recognised Jurisdiction and have certain characteristics of a private or professional fund

4. One or more non-BVI funds (open ended or closed ended) investing a substantial part of its assets in a fund described in (a), (b) or (c) above

5. One or more persons who are affiliated (as defined in the Guidelines) to a fund described in (a) or (b) above

6. Such other person(s) as the Commission may approve on a case by case basis (the most common application under this section being for the purposes of providing some form of management advice to "managed accounts")

Application process - timeframe

An applicant must submit its application in the prescribed form to the Commission at least seven days prior to the intended date of commencement of the "relevant business". After the expiry of the seven day period (or such shorter period as the Commission may approve), the applicant may commence and carry on "relevant business" for a period of up to 30 days (such period being extendable for a further period of 30 days by the Commission). During this 30 day (or extended) period, the applicant will be deemed to have be...

The Virgin Islands Data Protection Act 2021 (the Act) is now in force. The Act imposes a number of obligations upon investment funds in relation to the processing of personal data that they will inevitably collect as part of the investor onboarding procedure.

In order to ensure compliance with the Act, investment funds should:

Provide investors with a privacy notice

Update their offering and subscription documentation

Revisit service agreements with third parties, most importantly, the fund administrator

Overview

The Act governs how a data controller may process, use and retain personal data. Anyone who falls within the definition of a data controller" (of which an investment fund domiciled in the BVI clearly does) must now comply with the seven principles in the Act in relation to any personal data processed by the fund. Where a data controller engages a third party (such as an administrator or investment manager) to process personal data on its behalf (defined in the Act as a data processor), the data controller must ensure the data processor has appropriate safeguards in place in respect of the personal data.

In addition to governing how a data controller processes, uses and retains personal data, the Act also sets out the rights of individuals to control their personal data and implements a series of offences and enforcement measures designed to ensure compliance. The Act is broadly designed to reflect the General Data Protection Regulation (GDPR) and the Cayman Islands Data Protection Act (both of with which many clients will already be familiar), however there are a number of differences that you should be aware of.

Application of the Act to investment funds

Any investment fund structured as a BVI company or partnership, or any foreign company registered in the BVI that acts as a general partner of an investment fund will be subject to the Act and will be a data controller.

Investors in a BVI investment fund will routinely provide certain personal identifying information to the investment fund such as their name, address, date of birth, bank details etc and this is to be regarded as "personal data".

Although the persons whose data is gathered under the Act ("data subjects") have to be natural individuals, the Act will still apply in connection with corporate investors who provide personal data for their beneficial owners, directors, employees and members.

The individual to which the personal data relates does not need to be in the BVI or a citizen of the BVI in order for the Act to apply.

What must an investment fund do to comply with the Act?

As a data controller, an investment fund must ensure that it complies with the seven data protection principles contained in the Act. See our guide BVI introduces data protection regime for further information.

In practical terms, an investment fund can demonstrate compliance with the data protection principles by taking the following actions:

Send a privacy notice to existing investors, whether as a separate document or part of an update to the offering document

Update subscription documents to include a privacy notice for new investors as well as obtain certain acknowledgements, representations and warranties

Update offering documents

Update agreements with any third parties that would be regarded as a data processor on the basis that they process personal data on behalf of the data controller

Privacy notices

If the investment fund is already subject to GDPR then it may have already adopted a GDPR compliant privacy notice. If that is the case, then a few amendments to the privacy notice to reflect the Act are all that are needed.

If the investment fund has not yet adopted a privacy notice, then it should prepare one in order to communicate the required information to its investors and we would be happy to assist with this drafting where required.

In either case, the privacy notice should be sent to existing investors and/or made available on an investor or fund administration ...

In this episode, our Partner Stéphane Karolczuk and Managing Director Danny Howell from FundSight explore the third-party AIFM model, its role in supporting non-EU asset managers, and the key challenges it solves. They discuss the AIFM's core responsibilities in portfolio and risk management, the delegation versus advisory models, and fund sponsor preferences in Asia. The conversation also highlights the AIFMD Passport, and the steps to onboard an AIFM and launch a fund for EU distribution. A concise guide for managers navigating European fund structures and strategies.

Stay tuned for our next episode, where we will explore parallel fund structuring from a fund sponsor's perspective.

Click here to subscribe to the Funds Download podcast. Choose your preferred platform from the list presented and click subscribe or follow once logged in.

Visit the Funds Download podcast page to catch up on all the Funds Download episodes.

If you're considering establishing a fund in the Cayman Islands, Luxembourg, or the British Virgin Islands, visit our Funds Hub for guidance.

As of 1 January 2026, Luxembourg has introduced a modernised and permanent tax regime for carried interest, positioning itself as one of the most competitive jurisdictions in Europe for alternative investment fund professionals. This briefing summarises the key features of the new regime and what it means for fund managers, directors, advisors and other industry participants.

The previous carried interest regime had significant limitations. Only individuals who became Luxembourg tax residents between 2013 and 2018 could benefit, the advantage was capped at ten years, and eligibility was restricted to employees of fund managers. Since 2018, no new individuals could qualify under the old rules. A modernised, permanent regime was therefore essential to ensure Luxembourg remains attractive to international talent in the alternative investment sector.

This reform forms part of a broader strategy to strengthen Luxembourg's position as a leading financial centre. Alongside the carried interest enhancements, the government has revamped the inpatriate regime (offering a 50 per cent tax exemption on income up to €400,000), improved profit-sharing schemes, and introduced a new tax regime for stock options aimed at start-ups.

The new law creates two distinct categories of carried interest, each with its own tax treatment.

Contractual Carry is the simpler of the two structures. Under this arrangement, the individual receives a share of the fund's profits through a carry payment without making any investment into the fund. It is essentially a performance-based bonus. The tax treatment is highly favourable: only one quarter of the normal income tax rate applies, resulting in an effective rate of approximately 11.5 per cent (or 13 per cent including the dependency contribution).

Participation Carry (sometimes referred to as "carried invest") involves the manager paying money to acquire the right to share in carry distributions. This is distinct from traditional co-investment; it relates specifically to the taxation of the carry distribution itself. There is no minimum euro amount required, nor any specific percentage of fund capital that must be invested. The key distinction lies in how the carried interest is acquired: Contractual Carry involves receiving a contractual right without payment, whereas Participation Carry requires a genuine investment. Provided two conditions are met—holding the investment for at least six months and owning no more than 10 per cent of the fund's capital—the carried interest is completely exempt from Luxembourg tax.

The new regime significantly broadens the categories of individuals who may benefit. It now covers all individuals actively involved in the management of an alternative investment fund, whether directly or indirectly. This includes employees of fund managers and management companies, partners and directors of those entities, individuals providing advisory services to the fund (provided they are active in management rather than purely administrative functions), independent board members of the fund, shareholders of management companies, and other non-employees who receive carried interest entitlements.

Importantly, the preferential regime applies only to individuals, not to companies. To qualify, an individual must be tax resident in Luxembourg under both domestic law and any applicable double tax treaty.

The new regime accommodates both EU-style whole-of-fund waterfall models and US-style deal-by-deal carry arrangements. The legal form of the fund—whether partnership, company or otherwise—does not affect whether the regime applies. In most cases, Participation Carry is structured through a dedicated special purpose vehicle, such as a Luxembourg special limited partnership, providing additional flexibility for clawback and other structuring considerations.

Fund managers and advisors should consider reviewing existing carried interest arrangements to assess their compatibility with the new regime, e...

Depuis le 1er janvier 2026, le Grand-Duché de Luxembourg a dispose d'un nouveau régime fiscal applicable aux carried interest, confortant ainsi sa position de place financière de premier plan au sein de l'Union Européenne pour les acteurs institutionnels du secteur des fonds d'investissement alternatifs. La présente note a vocation à présenter de manière synthétique les caractéristiques substantielles de ce nouveau régime.

Pourquoi cette réforme était-elle nécessaire ?

Le dispositif fiscal antérieur applicable aux rémunérations de type carried interest présentait des limitations substantielles. Seules les personnes physiques ayant acquis la qualité de résident fiscal luxembourgeois au cours de la période comprise entre 2013 et 2018 étaient susceptibles d'en bénéficier ; le bénéfice dudit régime était limité à une durée maximale de dix années et les conditions d'éligibilité étaient restreintes aux seuls salariés des sociétés de gestion de fonds. Par conséquent, depuis l'exercice 2018, aucun nouveau contribuable n'était en mesure de se prévaloir des dispositions de l'ancien régime. L'instauration d'un nouveau cadre normatif s'avérait dès lors indispensable afin de préserver la compétitivité du Grand-Duché et de maintenir son attractivité à l'égard des professionnels du secteur des investissements alternatifs.

Cette réforme s'inscrit dans le cadre d'une stratégie gouvernementale de plus grande envergure visant à consolider la position du Grand-Duché de Luxembourg en qualité de place financière de premier rang à l'échelle européenne. Concomitamment à la refonte du régime fiscal des carried interest , les autorités luxembourgeoises ont procédé à une modification du dispositif fiscal des impatriés — prévoyant désormais une exonération d'impôt sur le revenu à hauteur de 50 % pour les revenus n'excédant pas 400.000 euros —, ont renforcé les mécanismes légaux d'intéressement aux bénéfices et ont instauré un nouveau cadre fiscal dérogatoire applicable aux options de souscription d'actions (stock-options) au bénéfice des start-ups.

Deux catégories de carried interest

La nouvelle loi crée deux catégories distinctes de carried interest, chacune avec son propre traitement fiscal.

Le Contractual Carry constitue la structure la plus simple des deux dispositifs. Dans ce cadre, le bénéficiaire perçoit une quote-part des bénéfices du fonds par le biais d'un versement au titre du carry, sans être tenu d'investir. Cette rémunération s'apparente à une prime liée à la performance du véhicule d'investissement. Le régime fiscal applicable est particulièrement favorable : seul le quart du taux normal d'imposition sur le revenu s'applique, soit un taux effectif d'environ 11,5 % (ou 13 % en incluant la contribution dépendance).

Le mécanisme du Participation Carry (également désigné sous le terme de " carried invest ") implique que le gérant procède à un investissement en capital afin d'acquérir un droit de participater aux distributions de carry. Ce dispositif se distingue du co-investissement classique en ce qu'il porte spécifiquement sur le traitement fiscal de la distribution du carried interest elle-même. Le nouveau régime ne prévoit ni seuil minimal d'investissement, ni pourcentage déterminé du capital devant être souscrit. La distinction fondamentale entre les deux mécanismes réside dans les modalités d'acquisition du carried interest : le Contractual Carry confère un droit contractuel sans contrepartie financière, tandis que le Participation Carry requiert un investissement effectif.

Sous réserve du respect de deux conditions cumulatives — à savoir une période de détention minimale de six mois et une participation ne pouvant excéder 10 % du capital du fonds — le carried interest bénéficie d'une exonération totale de l'impôt luxembourgeois.

Éligibilité élargie

Le nouveau régime élargit substantiellement les catégories de personnes éligibles. Sont désormais visées l'ensemble des personnes physiques participant activement, de manière directe ou in...

As of 1 January 2026, Luxembourg has introduced a modernised and permanent tax regime for carried interest, positioning itself as one of the most competitive jurisdictions in Europe for alternative investment fund professionals. This briefing summarises the key features of the new regime and what it means for fund managers, directors, advisors and other industry participants.

The previous carried interest regime had significant limitations. Only individuals who became Luxembourg tax residents between 2013 and 2018 could benefit, the advantage was capped at ten years, and eligibility was restricted to employees of fund managers. Since 2018, no new individuals could qualify under the old rules. A modernised, permanent regime was therefore essential to ensure Luxembourg remains attractive to international talent in the alternative investment sector.

This reform forms part of a broader strategy to strengthen Luxembourg's position as a leading financial centre. Alongside the carried interest enhancements, the government has revamped the inpatriate regime (offering a 50 per cent tax exemption on income up to €400,000), improved profit-sharing schemes, and introduced a new tax regime for stock options aimed at start-ups.

The new law creates two distinct categories of carried interest, each with its own tax treatment.

Contractual Carry is the simpler of the two structures. Under this arrangement, the individual receives a share of the fund's profits through a carry payment without making any investment into the fund. It is essentially a performance-based bonus. The tax treatment is highly favourable: only one quarter of the normal income tax rate applies, resulting in an effective rate of approximately 11.5 per cent (or 13 per cent including the dependency contribution).

Participation Carry (sometimes referred to as "carried invest") involves the manager paying money to acquire the right to share in carry distributions. This is distinct from traditional co-investment; it relates specifically to the taxation of the carry distribution itself. There is no minimum euro amount required, nor any specific percentage of fund capital that must be invested. The key distinction lies in how the carried interest is acquired: Contractual Carry involves receiving a contractual right without payment, whereas Participation Carry requires a genuine investment. Provided two conditions are met—holding the investment for at least six months and owning no more than 10 per cent of the fund's capital—the carried interest is completely exempt from Luxembourg tax.

The new regime significantly broadens the categories of individuals who may benefit. It now covers all individuals actively involved in the management of an alternative investment fund, whether directly or indirectly. This includes employees of fund managers and management companies, partners and directors of those entities, individuals providing advisory services to the fund (provided they are active in management rather than purely administrative functions), independent board members of the fund, shareholders of management companies, and other non-employees who receive carried interest entitlements.

Importantly, the preferential regime applies only to individuals, not to companies. To qualify, an individual must be tax resident in Luxembourg under both domestic law and any applicable double tax treaty.

The new regime accommodates both EU-style whole-of-fund waterfall models and US-style deal-by-deal carry arrangements. The legal form of the fund—whether partnership, company or otherwise—does not affect whether the regime applies. In most cases, Participation Carry is structured through a dedicated special purpose vehicle, such as a Luxembourg special limited partnership, providing additional flexibility for clawback and other structuring considerations.

Fund managers and advisors should consider reviewing existing carried interest arrangements to assess their compatibility with the new regime, e...

This guide provides a high level summary of the main obligations for Cayman Islands investment funds under Cayman Islands automatic exchange of information (AEOI) legislation.

Over recent years governments around the world have agreed international standards for the automatic sharing of financial account information between global fiscal authorities, with the aim of reducing tax evasion.

As part of its commitment to international transparency standards, the Cayman Islands Government is a signatory to:

A Model 1B intergovernmental agreement with the United States (US IGA) which provides the framework for the implementation of the United States (US)Foreign Account Tax Compliance Act (FATCA) in the Cayman IslandsThe Organisation for Economic Co-operation and Development sponsored multilateral competent authority agreement and certain bilateral agreements or tax treaties regarding the common reporting standard on automatic exchange of information (CRS, together with the US IGA, AEOI Agreements)

As Cayman Islands entities are not directly subject to the AEOI Agreements, the Cayman Islands has introduced legislation to implement the AEOI Agreements under the Tax Information Authority Act (TIA Act) including the Tax Information Authority (International Tax Compliance) (United States of America) Regulations (FATCA Regulations) and the Tax Information Authority (International Tax Compliance) (Common Reporting Standard) Regulations, as amended (CRS Regulations), together AEOI Legislation). Definitions used in this guide are as set out in the AEOI Legislation unless otherwise indicated.

The Department of International Tax Co-operation (DITC) is the Cayman Islands government department responsible for tax affairs and the Tax Information Authority (TIA), created by the TIA Act, is the Cayman Islands competent authority for tax co-operation and is housed within the DITC. The DITC has issued guidance notes (Guidance Notes) on the AEOI Legislation, which can be found here and here, which provide details of the notification, reporting and ongoing obligations that apply, as well as a useful reminder of the differences between FATCA and CRS.

In practice, the vast majority of Cayman Islands investment funds fall within the definition of an Investment Entity (one of the types of Financial Institution under AEOI Legislation) and will be classified as Cayman Islands Reporting Financial Institutions (Reporting FIs). Reporting FIs are required to report on financial accounts held by specific US persons or individuals or entities resident in certain jurisdictions (Reportable Accounts). There are certain differences between the definitions in each of the FATCA Regulations and the CRS Regulations, with the term Foreign Financial Institution being used under FATCA. In this guide we will be discussing 'FIs' or 'Financial Institutions'.

The most notable notification obligations are:

To register with the Internal Revenue Service of the US (IRS): to obtain a global intermediary identification number (GIIN) (even if a Reporting FI has no US Reportable Accounts) either through the IRS FATCA Portal or through a paper submission. 'Registered Deemed Compliant FIs' (which are specific low risk FIs that are exempt from full FATCA reporting obligations) are also obliged to register with the IRS.A Cayman Islands investment fund which is a Reporting FI is required by the FATCA Regulations to register with the IRS within 30 days of 'starting business'. While a fund is not technically operating until it starts to accept subscription payments from investors (for the purposes, at least, of the Mutual Funds Act), in reality, all funds have to provide their GIIN numbers to banking and other counterparties at a very early stage of their creation in order to open accounts. It is therefore important to get this registration done as soon as possible after the vehicle has been formed.

When registering for a GIIN, the IRS FATCA Portal requires the name of a natural person to be...