Nominee Services
Independent Fund Director Services
Cayman Islands · British Virgin Islands · Bahamas
Safeguard governance, enhance investor confidence, and preserve your privacy with our Nominee & Independent Director Services across the Cayman Islands, British Virgin Islands, and Bahamas. We provide regulator-registered professionals who act as nominee shareholders or fully independent directors—delivering a protective layer of anonymity, robust fiduciary oversight, and seamless compliance with CIMA, FSC, and SCB corporate-governance codes. Whether you need a discreet nominee to shield beneficial ownership or a seasoned board member to satisfy institutional due-diligence requirements, our turnkey service installs the right expertise, files the requisite documentation, and maintains ongoing statutory books so your structure remains both confidential and compliant.
Why Appoint Independent Directors?
- Regulatory Requirement & Expectation – Cayman’s Corporate Governance Rule and Statement of Guidance (effective 14 Oct 2023) state that a regulated fund’s operators should include directors “able to exercise independent judgment.”
- Mandatory Registration in Cayman – Directors of “covered entities” must be registered or licensed under the Directors Registration & Licensing Act (Revised) and complete annual renewals with CIMA.
- Investor Due‑Diligence Standard – Institutional allocators routinely insist on at least one truly independent, experienced director on BVI and Bahamas fund boards.
- Local Substance & Governance – Bahamas Corporate Governance Rules 2019 define “independent” and require boards to establish risk‑management controls.
- Reputational Protection – A balanced board mitigates conflicts of interest and enhances oversight of valuations, side letters, and expense allocations.
Jurisdictional Snapshot
Cayman Islands | British Virgin Islands | Bahamas |
|---|---|---|
Framework: Corporate Governance Rule & SOG (2023); DRLA (Revised) | Framework: SIBA (Revised 2020) & FSC fund guidance on ongoing obligations | Framework: Investment Funds Act 2019 + Corporate Governance Rules 2019 |
Registration: Director must register (Registered, Professional, or Corporate class) with CIMA before appointment | Registration: No formal licensing, but FSC expects “fit & proper” individuals and annual fund‑return sign‑off | Registration: Directors filed with SCB; independence criteria set out in Rules 2019 |
Board Composition: Market norm ≥ 2 independents for institutional funds | Board Composition: 1–2 independents recommended for Professional & Private Funds | Board Composition: Minimum 2 directors; at least 1 independent strongly encouraged |
Our Independent Director Offering
Regulator‑Registered Individuals – Cayman: Registered or Professional class under DRLA; Bahamas: SCB‑vetted; BVI: Fit & proper per FSC standards.
Quarterly Board Meetings – Agenda planning, NAV and valuation reviews, AML/CTF updates, side‑letter oversight.
Compliance Sign‑Off – Annual audited financials, FAR/Form PF, CRS/FATCA filings, CIMA Rule attestations.
Risk & Conflict Management – Independent review of expense allocations, trade errors, related‑party transactions.
Governance Documentation – Board charters, conflicts‑of‑interest policy, whistle‑blower procedures aligned with CIMA/Internal Control Rule 2023 .
Crisis Response – Convene ad‑hoc meetings for gating, suspension, cybersecurity incidents or regulatory inquiries.
Disclaimer
FundAttorney.com supplies independent directors through its consulting group. We are not a law firm; local counsel is engaged where statutory legal opinions are required.