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Cayman Annual Return Deadlines and Good Standing Requirements
Historical Cayman annual filing notice for 2023, with links to ongoing company maintenance guidance and support for registered office administration.
November 29, 2022
The Cayman annual return deadline for companies and other registered entities is in January each year, when the annual return and declaration are filed and the annual fee is paid to keep the entity in good standing. If the fee is not paid and the return not filed by 31 March, late penalties apply, and they increase through the rest of the year.
Key takeaways
- The annual return and declaration and the annual fee are due in January; penalties apply if they are outstanding after 31 March.
- Late penalties are calculated on the amount of the annual fee and step up on 1 April, 1 July and 1 October.
- An entity that has still not paid and filed by 31 December of the year in which the return was due is liable to be struck off.
- The Registrar will not issue a certificate of good standing while annual fees, penalties, the annual return, economic substance filings or beneficial ownership filings are outstanding.
- CIMA fees for regulated and registered funds and for registered persons under the Securities Investment Business Act fall due separately in January.
Annual return and annual fee
Each year the entity must file its annual return and declaration with the Registrar of Companies and pay the annual fee. Both are due in January to keep the entity in good standing. The wider set of continuing obligations is set out in our guide to the ongoing obligations of Cayman exempted companies.
Late payment and late filing penalties
The Registrar imposes penalties for late payment of the annual fee or late filing of the annual return. The penalty is calculated as a proportion of the entity's annual fee and depends on when the filing is made:
- Up to 31 March: no penalty.
- 1 April to 30 June: first penalty band.
- 1 July to 30 September: second, higher penalty band.
- 1 October to 31 December: third and highest penalty band.
The current annual fees and penalty rates are published by the General Registry at ciregistry.ky.
Strike-off for continued default
If the fee has not been paid or the annual return filed by 31 December of the year in which it was due, the entity is liable to be struck off the register. The assets of a struck-off entity vest in the Government, and dealing with them without authority is unlawful. Restoring the entity afterwards requires a separate application, explained in our article on restoring a struck-off Cayman company.
Certificates of good standing
From 1 January each year, the Registrar will not issue a certificate of good standing until all fees have been paid in full and the annual return has been filed. A certificate will also not be issued where any of the following is outstanding:
- economic substance filings;
- beneficial ownership filings;
- annual fees and penalties due at the date of the request; and
- the annual return and declaration.
Because banks, counterparties and auditors frequently ask for a current certificate, the January filing cycle should be planned in advance. Our guide to Cayman economic substance requirements covers the notification that must be made before the annual return.
CIMA fees for regulated entities
Regulated and registered funds
Fees for regulated mutual funds and all CIMA-registered funds are due on 1 January to keep the entity in good standing. If the fee is not paid by 15 January, late payment penalties accrue for each month it remains outstanding. The current CIMA fee schedule is published at cima.ky. Annual audit and Fund Annual Return filings follow separately, as described in our guide to Cayman fund audit requirements.
Securities investment business registered persons
Investment managers and investment advisers registered with CIMA as registered persons under the Securities Investment Business Act (As Revised), previously known as excluded persons, must pay their annual fees by 31 January.
Where Bell Rock fits
Bell Rock is a CIMA-licensed company manager providing Cayman registered office and corporate services. It prepares and files annual returns, tracks the annual compliance calendar and coordinates the related economic substance and beneficial ownership filings for the entities it administers. Entities moving from another provider should agree who is responsible for the January filings before the effective date, as explained in our registered office transfer guide.
Frequently asked questions
When is the Cayman annual return due?
In January each year, together with the annual fee. Penalties apply if the return and fee are outstanding after 31 March.
What happens if a Cayman company does not file its annual return?
Penalties increase on 1 April, 1 July and 1 October, and an entity that has not paid and filed by 31 December of the year in which the return was due is liable to be struck off.
Can I get a certificate of good standing if economic substance filings are outstanding?
No. The Registrar will not issue a certificate of good standing while economic substance or beneficial ownership filings, annual fees or penalties, or the annual return are outstanding.
Related reading
- Cayman company statutory filings and records
- Cayman voluntary liquidation vs strike-off
- Cayman registered office: requirements and services
- Certificates of Incumbency and Good Standing for Cayman Companies
For annual return and good standing support, see our Cayman registered office services.
Next step
Behind on Cayman annual filings?
Bell Rock files annual returns and coordinates economic substance and beneficial ownership filings for the Cayman entities it administers as a CIMA-licensed company manager.
Complete the registered office transfer questionnaire