Category Archives: Client Advisories

Nothing is illuminated: Shanda Games in the Privy Council

24 Feb 2020

Guy Manning and Hamid Khanbhai discuss the Privy Council’s first consideration of an appraisal action brought under section 238 of the Companies Law of the Cayman Islands. The Board considered a narrow question of how a dissenter’s shares should be valued.


Clawback’s back (back again): The Privy Council rules on the power of a Cayman liquidator to rectify the register of members

04 Feb 2020

In Pearson v Primeo [2020] UKPC 3, the Privy Council considered an appeal by a liquidator on the scope of section 112(2) of the Companies Law (2018 Revision) of the Cayman Islands. The provision relates to a liquidator’s power “to settle and if necessary rectify the company’s register of members, thereby adjusting the rights of members amongst themselves”. The power arises only in the context of a solvent liquidation of a company which has issued redeemable shares at prices based upon its net asset value.


Cayman Court Allows Interim Distributions in Saad Liquidation

06 Nov 2019

The Cayman Islands’ liquidation of Saad Investments Company Limited has inched a step closer to finality, with the Grand Court authorising an ‘in-principle’ interim dividend to unsecured creditors despite the fact that the multi-billion dollar proprietary claim asserted by Ahmad Hamad Algosaibi and Brothers Company (“AHAB”) over the entire Saad estate continues to be litigated before the Cayman Courts.


Final Rules on Economic Substance in the British Virgin Islands Released

17 Oct 2019

The Economic Substance (Companies and Limited Partnerships) Act, 2018 (the “Act”) was passed on 1 January 2019, introducing economic substance requirements in the British Virgin Islands (“BVI”) for certain BVI legal entities that are not tax “resident” in countries outside the BVI and carry on a “relevant activity” as further specified in the Act.  On 22 April 2019, the International Tax Authority (“ITA”) of the BVI issued a draft Economic Substance Code (the “Code”) to provide guidance and interpretation in respect of the Act (for further information please see our earlier client briefing).


Implications of the Cayman Islands Data Protection Law for Investment Funds

19 Sep 2019

The Data Protection Law, 2017 (the “Law”), currently scheduled to come into force on 30 September 2019, introduces, for the first time in the Cayman Islands, a legislative framework for data protection based on a set of internationally recognised privacy principles.  The Law regulates the processing of all personal data in the Cayman Islands and will impact all entities established in the Cayman Islands, including all investment funds whether or not registered with the Cayman Islands Monetary Authority.  The Law applies irrespective of where personal data is processed and applies to personal data irrespective of individual citizenship or residency.

This note focuses on the specific effect of the Law for investment funds. 


Al Sadik v Investcorp: Cayman Grand Court provides guidance on interim payments and orders consequent upon the grant of an anti-suit injunction

02 Sep 2019

The August 2019 judgment of Kawaley J, sitting in the Grand Court of the Cayman Islands (the “Grand Court”), in Riad Tawfiq Al Sadik v Investcorp Bank B.S.C & Ors (FSD 47 of 2009) has provided litigants with judicial guidance of general application concerning interim payments on account of costs. The reasons provided are the most detailed since the introduction of the interim payments jurisdiction into the Grand Court Rules in 2016, concluding that the Rules contain “an implicit starting assumption that an interim payment should be made”. This is in stark contrast to the approach taken prior to the introduction of the rule, when the inherent jurisdiction to order interim payments was exercised only in “rare and exceptional circumstances”.


Weavering Preference Claims Upheld by Privy Council

14 Aug 2019

On 29 July 2019, the Judicial Committee of the Privy Council handed down its judgment in Skandinaviska Enskilda Banken AB v Conway & Shakespeare (as joint official liquidators of Weavering Macro Fixed Income Fund Ltd) (Cayman Islands) [2019] UKPC 36. The Privy Council upheld the decisions of the Cayman Islands Grand Court and Court of Appeal in finding that certain redemption payments received by Skandinaviska Enskilda Banken AB (Publ) (“SEB”) from Weavering Macro Fixed Income Fund Ltd (the “Company”) shortly prior to the Company’s liquidation constituted voidable preferences and requiring SEB to repay those amounts to the Company’s joint official liquidators (“JOLs”).


Campbells successfully acts for the Defendants in the matter of Steven Goodman v Dawn Cummings and DMS Governance Ltd.

12 Jul 2019

In a Judgment delivered on 2 July 2019, the Grand Court dismissed the Plaintiff’s application to amend his pleading and granted summary judgment in favour of DMS, thus dismissing the entire action in favour of the Defendants without a substantive trial. This recent judgment is concerned with the circumstances in which a management company offering directorship services can become vicariously liable for the acts or omissions of an employee, and also provides a helpful reminder about the threshold for proving “wilful neglect or default” and for obtaining summary judgment and strike out.