{"kind":"expression","expression":{"expr_id":"1478","doc_id":"1478","label":"Securities Investment Business (Amendment) Law, 2019 (Law 8 of 2019)","is_as_enacted":"f","commenced_on":null,"superseded_on":null,"valid_from":null,"valid_to":null,"is_current":"t","incorporating":null,"akn_expr_iri":"\/akn\/ky\/act\/amending\/2019\/8\/eng@2019-01-01","akn_envelope":"{\"_canary\": {\"iri\": {\"work\": \"\/akn\/ky\/act\/amending\/2019\/8\", \"expression\": \"\/akn\/ky\/act\/amending\/2019\/8\/eng@2019-01-01\", \"manifestation\": \"\/akn\/ky\/act\/amending\/2019\/8\/eng@2019-01-01.pdf\"}, \"pdf\": {\"md5\": \"ae141631b14e8e68da2dcebd10a5b226\", \"path\": \"\/Users\/q\/kyleg-data\/working\/AMENDING\/2019\/2019-0008\/2019-0008.pdf\", \"pages\": 19, \"filename\": \"2019-0008.pdf\"}, \"errors\": [], \"extraction\": {\"model\": null, \"stats\": {\"word_count\": 4879, \"paragraph_count\": 22, \"text_char_count\": 31276}, \"usage\": null, \"method\": \"pymupdf-text\", \"version\": \"kyleg-akn-1.0\", \"extracted_at\": \"2026-06-22\"}, \"classification\": \"text_layer\", \"validation_flags\": [], \"docai_processor_id\": null}, \"akomaNtoso\": {\"act\": {\"body\": [{\"eId\": \"sec_n1\", \"num\": null, \"text\": \"Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 SECURITIES INVESTMENT BUSINESS (AMENDMENT) LAW, 2019 (Law 8 of 2019) A LAW TO AMEND THE SECURITIES INVESTMENT BUSINESS LAW (2019 REVISION) TO ADJUST THE EXCLUDED PERSONS REGIME; AND FOR INCIDENTAL AND CONNECTED PURPOSES ENACTED by the Legislature of the Cayman Islands.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_1\", \"num\": \"1.\", \"text\": \"Short title 1. This Law may be cited as the Securities Investment Business (Amendment) Law, 2019.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_2\", \"num\": \"2.\", \"text\": \"Amendment of section 2 - definitions 2. The Securities Investment Business Law (2019 Revision), in this Law referred to as the \u201cprincipal Law\u201d, is amended in section 2 as follows  \u2014 (a) by deleting the definition of the words \u201csenior officer\u201d and substituting the following definition  \u2014 \u201c \u201csenior officer\u201d means a director, managing director, president, chief executive officer, partner, managing partner, general partner, ultimate partner, manager or someone who has a similar control function;\u201d; and (Law 8 of 2019) I Assent, Martyn Roper Governor Date: 17th June, 2019 Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 (b) by inserting in the appropriate alphabetical sequence the following definitions  \u2014 \u201c \u201cdepositary\u201d means a depositary appointed in accordance with paragraph 11 of the Schedule to the Securities Investment Business (EU Connected Fund (Alternative Investment Fund Managers Directive) ) Regulations, 2016 and carrying out the duties set out in paragraph 13 of that Schedule; \u201cregistered person\u201d means a person specified in Schedule 4 and who has registered with the Authority in accordance with section 5(4); \u201csingle family\u201d, in relation to a single family office, means  \u2014 (a) an individual; or (b) a group of individuals who are connected in at least one of the ways set out in in Schedule 4A; \u201csingle family office\u201d means a legal entity or  legal arrangement formed in the Islands by a single family to conduct securities investment business for or on behalf of that single family where  \u2014 (a) the securities are not beneficially owned by a third party; and (b) the legal entity or legal arrangement does not hold itself out to the public as conducting securities investment business for any person except members of the single family;\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_3\", \"num\": \"3.\", \"text\": \"Amendment of section 4 - meaning of securities investment business 3. The principal Law is amended in section 4 as follows \u2014 (a) in subsection (1)(a) as follows  \u2014 (i) in subparagraph (v) by deleting the word \u201cor\u201d; and (ii) by inserting after subparagraph (v) the following subparagraphs \u2014 \u201c(vi) a limited liability company formed and registered under the Limited Liability Companies Law (2018 Revision); or (vii) a limited liability partnership formed and registered under the Limited Liability Partnership Law, 2017;\u201d; and (b) by repealing subsection (2) and substituting the following subsections  \u2014 \u201c(2) The respective activities carried out by the non-registrable persons described in Schedule 2A and the activities set out in Schedule 3 do not constitute the carrying on of securities investment business for the purpose of this Law. Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 (3) The persons described in Schedule 2A are persons who are not required to register under this Law.\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_4\", \"num\": \"4.\", \"text\": \"Insertion of sections 4A - exercise of discretionary powers; 4B - direction to cease and desist; and 4C - prohibition to act as depositary 4. The principal Law is amended by inserting after section 4 the following sections \u2014 \u201cExercise of discretionary powers 4A. The Authority may \u2014 (a) impose conditions on an applicant for registration or licensing at the time of application or at any time thereafter, as the Authority may consider appropriate having regard to the nature, risk and scale of the business; (b) refuse registration of an applicant for registration; and (c) employ the enforcement powers of the Authority against a registered person. Direction to cease and desist 4B. (1) Where the Authority is of the opinion that a licensee or a registered person is \u2014 (a) committing, or about to commit, an act that is an unsafe or unsound practice in conducting the business of the licensee or a registered person; or (b) pursuing or about to pursue, a course of conduct that is an unsafe or unsound practice in conducting the business of the licensee or registered person, the Authority may direct the licensee or registered person, in relation to the securities investment business of the licensee or registered person to cease or refrain from committing the act or pursuing the course of conduct and to perform such acts as, in the opinion of the Authority, are necessary to remedy or ameliorate the situation. (2) A person who, without reasonable cause, fails to comply with a direction given by the Authority under subsection (1) commits an offence and is liable \u2014 (a) on summary conviction to a fine of fifty thousand dollars or to imprisonment for a term of one year or to both; and (b) on conviction on indictment to a fine of one hundred thousand dollars or to imprisonment for a term of five years or to both, Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 and if the offence of which the person is convicted is continued after conviction the person commits a further offence and is liable to a fine of ten thousand dollars for every day on which the offence is so continued. Prohibition to act as depositary 4C. A registered person shall not act or function as a depositary in or from within the Islands.\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_5\", \"num\": \"5.\", \"text\": \"Amendment of section 5 - requirement for a licence 5. The principal Law is amended in section 5 as follows \u2014 (a) in the section header, by inserting after the words \u201ca licence\u201d the words \u201c, registration, deregistration and fees payable\u201d; (b) in subsection (1), by inserting after the words \u201ca licence\u201d the words \u201cor registration\u201d in each instance; (c) by inserting after subsection (1) the following subsections  \u2014 \u201c(1A)An individual shall not carry on securities investment business in or from within the Islands except where the individual is a person described in Schedule 2A. (1B) A person who carries on securities investment business activities for which a licence or registration is required shall be  \u2014 (a) a company incorporated under the Companies Law (2018 Revision); (b) a general partnership established under the Partnership Law (2013 Revision); (c) a limited partnership registered under the Partnership Law (2013 Revision); (d) an exempted limited partnership registered under the Exempted Limited Partnership Law (2018 Revision); (e) a foreign company registered under Part IX of the Companies Law (2018 Revision); (f) a limited liability company formed and registered under the Limited Liability Companies Law (2018 Revision); or (g) a limited liability partnership formed and registered under the Limited Liability Partnership Law, 2017.\u201d; (ca) in subsection (2), by deleting the words \u201cSchedule 4\u201d and substituting the words \u201cSchedule 2A\u201d; and (d) by repealing subsection (4) and substituting the following subsections \u2014 Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 \u201c(4) A person specified in Schedule 4 shall register with the Authority and such person, in order to be registered, shall file an application in the prescribed form and pay the prescribed registration fee to the Authority. (4A) An applicant for registration shall not be registered unless the applicant has satisfied the Authority that the applicant\u2019s shareholders, directors and senior officers are fit and proper persons. (4B) Where a registered person ceases to carry on securities investment business the registered person shall within twenty-one days after the date of ceasing to carry on in the Islands any regulated activity listed in Schedule 2 \u2014 (a) notify the Authority of its intention to deregister; and (b) file the prescribed details to deregister in the manner specified by the Authority. (4C) A registered person shall notify the Authority within twenty-one days after any material change in the information filed by the registered person in its application or annual declaration. (4D) A registered person who fails to pay the prescribed annual fee shall pay a surcharge of one-twelfth of that fee for every month or part of a month after the 15th January in each year that the fee is not paid. (4E) A registered person shall  \u2014 (a) file with the Authority, on or before the 15th day of January in each year, an annual declaration in such form as the Authority may approve; and (b) pay to the Authority the prescribed annual fee at the time of the filing of the declaration. (4F) The Authority may, for good cause, waive any additional fee imposed under subsection (4D). (4G) If the prescribed annual fee referred to in subsection (4E) is not paid on or before the 15th day of January in each year, the unpaid annual fee may be sued for by the Crown by action as a civil debt and the Crown may require, and the court may order, the payment of any penalties accrued in respect of the late payment of the fee.\u201d; (e) in subsection (5) as follows \u2014 (i) by deleting the words \u201cperson to whom Schedule 4 applies\u201d and substituting the words \u201cregistered person\u201d; and (ii) by deleting the words \u201csection 17(2)(v)\u201d and substituting the words \u201csection 17(2A)(e)\u201d; and Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 (f) in subsection (6) by inserting after the words \u201ccurrent licence\u201d the words \u201cor registration\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_6\", \"num\": \"6.\", \"text\": \"Amendment of section 6 - application for a licence 6. The principal Law is amended in section 6(13) by deleting the words \u201cor a person specified in Schedule 4\u201d and substituting the words \u201c, a person specified in Schedule 2A or a person specified in Schedule 4\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_7\", \"num\": \"7.\", \"text\": \"Amendment of section 8 - shares not to be issued or transferred without the prior approval of the Authority 7. The principal Law is amended in section 8 as follows \u2014 (a) by inserting after subsection (1) the following subsection \u2014 \u201c(1A)Shares in a company or interests in a limited liablity company or a partnership which is a registered person under this Law shall not be issued and issued shares or interests shall not be voluntarily transferred or disposed of without the Authority being notified within twenty-one days of the transfer or disposal.\u201d; (b) in subsection (3), by deleting the words \u201cIn subsection (1)\u201d and inserting the words \u201cIn subsections (1) and (1A)\u201d; (c) in subsection (4) as follows  \u2014 (i) by inserting after the words \u201ca partnership which is licensed\u201d the words \u201cor registered\u201d; and (ii) by inserting after the words \u201cinstructions as to the licence\u201d the words \u201c, registration\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_8\", \"num\": \"8.\", \"text\": \"Amendment of section 9 - use of words connoting securities investment business 8. The principal Law is amended in section 9 as follows \u2014 (a) by inserting after the words \u201crequire a licensee\u201d the words \u201cor registered person\u201d; and (b) by inserting after the words \u201crevoke its licence\u201d the words \u201cor cancel its registration\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_9\", \"num\": \"9.\", \"text\": \"Amendment of section 10 - segregation of property 9. The principal Law is amended in section 10 by \u2014 (a) inserting after the words \u201cA licensee\u201d the words \u201cor a registered person\u201d; and (b) inserting after the words \u201cthe licensee\u2019s\u201d the words \u201cor registered person\u2019s\u201d. Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_10\", \"num\": \"10.\", \"text\": \"Amendment of section 12 - guidance notes 10. The principal Law is amended in section 12(1) by deleting the words \u201cFinancial Secretary\u201d and substituting the words \u201cMinister with responsibility for financial services\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_11\", \"num\": \"11.\", \"text\": \"Amendment of section 15 - number and approval of directors 11. The principal Law is amended in section 15 as follows \u2014 (a) in subsection (2), by deleting the words \u201cthat is a company\u201d; (b) in subsection (3), by inserting after the words \u201cA licensee\u201d the words \u201cor registered person\u201d; (c) by inserting after subsection (3) the following subsections \u2014 \u201c(4) A registered person shall have, where the registered person is \u2014 (a) a company incorporated under the Companies Law (2018 Revision), a minimum of \u2013 (i) two directors who are individuals; or (ii) one corporate director, each of whom is complying with the Directors Registration and Licensing Law, 2014; (b) a general partnership established, or a limited partnership registered under the Partnership Law (2013 Revision), a minimum of two partners; (c) an exempted limited partnership registered under the Exempted Limited Partnership Law (2018 Revision), a minimum of two directors (or equivalent officers) appointed in respect of its general partner (or where the general partner is itself an exempted limited partnership registered under the Exempted Limited Partnership Law (2018 Revision) at the level of the ultimate general partner); (d) a foreign company registered under Part IX of the Companies Law (2018 Revision), a minimum of two directors (or equivalent officers); (e) a limited liability company formed and registered under the Limited Liability Companies Law (2018 Revision), a minimum of two managers complying with the Directors Registration and Licensing Law, 2014; or (f) a limited liability partnership formed and registered under the Limited Liability Partnership Law, 2017, a minimum of two managing partners. Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 (5) Any alteration made in the senior officers of a registered person shall be notified to the Authority within twenty-one days of the alteration.\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_12\", \"num\": \"12.\", \"text\": \"Amendment of section 16 - powers and duties of the Authority 12. The principal Law is amended in section 16 as follows \u2014 (a) in subsection (1)(c), by inserting after the word \u201clicensee\u201d, wherever this word appears, the words \u201cor registered person\u201d; and (b) by inserting after subsection (1) the following subsection \u2014 \u201c(1A) The Authority may require \u2014 (a) from a registered person, information related to its securities investment business; or (b) from any person who, in the opinion of the Authority, is conducting securities investment business in contravention of this Law information related to the person\u2019s securities investment business.\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_13\", \"num\": \"13.\", \"text\": \"Amendment of section 17 - enforcement powers of the Authority 13. The principal Law is amended in section 17 as follows \u2014 (a) in subsection (1) as follows \u2014 (i) by inserting after the words \u201ca licensee\u201d, wherever they appear, the words \u201cor a registered person\u201d; and (ii) by inserting after the words \u201cthe licensee\u201d, wherever they appear, the words \u201cor the registered person\u201d; (b) by repealing subsection (2) and substituting the following subsections \u2014 \u201c(2) The Authority may carry out any of the actions specified in subsection (2A) if it knows or has reasonable grounds to believe that a licensee or a registered person \u2014 (a) is unable or appears likely to become unable to meet its obligations as they fall due; (b) is carrying on business fraudulently or otherwise in a manner detrimental to the public interest, to the interest of its clients or to the interest of its creditors; (c) has contravened any provision of this Law or the regulations or of the Anti-Money Laundering Regulations (2018 Revision); (d) has failed to comply with a condition of its licence or registration; (e) has not conducted the direction and management of its business in a fit and proper manner or has directors, senior Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 officers, managers or persons who have acquired ownership or control who are not fit and proper persons; or (f) has failed to comply with any lawful direction from the Authority. (2A) The actions referred to in subsection (2) are as follows \u2014 (a) revoke the licence or cancel the registration; (b) impose conditions or further conditions upon the licence or registration or amend or revoke any such conditions; (c) apply to the court for any order which is necessary to protect the interests of clients or creditors of the licensee or registered person such orders including an injunction or restitution or disgorgement order under section 18; (d) publish in the Gazette and in any official publications of the Authority a breach by any person of this Law, of any regulations made hereunder or of any lawful direction issued by the Authority; (e) at the expense of the licensee or registered person, require that an auditor\u2019s report be submitted to the Authority on the licensee\u2019s or registered person\u2019s anti-money laundering systems and procedures for compliance with the Anti-Money Laundering Regulations (2018 Revision); (f) require the substitution of any director or officer of the licensee or registered person whenever appointed or the divestment of ownership or control; (g) at the expense of the licensee or registered person, appoint a person to advise the licensee or registered person on the proper conduct of its affairs and to report to the Authority thereon; (h) at the expense of the licensee or registered person appoint a person to assume control of the licensee\u2019s or registered person\u2019s affairs who shall have all the powers necessary to administer the affairs of the licensee or registered person including the power to terminate the securities investment business of the licensee or registered person; (i) in the case of a reasonable belief that the licensee or registered person has materially contravened the Anti-Money Laundering Regulations (2018 Revision), report the same to the Director of Public Prosecutions; or (j) require such action to be taken by the licensee or registered person as the Authority reasonably believes necessary for the Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 purposes of dealing with the circumstances referred to in subsection (2)(a) to (g).\u201d; (c) in subsection (3) as follows \u2014 (i) in the chapeau as follows  \u2014 (A) by deleting the words \u201csubsection (2)(i) to (ix) and substituting the words \u201csubsection (2A)\u201d; and (B) by inserting after the word \u201clicensee\u201d the words \u201cor registered person\u201d; (ii) in paragraph (c) by inserting after the word \u201clicensee\u201d the words \u201cor registered person\u201d; and (iii) in paragraph (d) by inserting after the word \u201clicensee\u2019s\u201d the words \u201cor registered person\u2019s\u201d; (d) in subsection (5) as follows \u2014 (i) by deleting the words \u201csubsection (2)(vii) or (viii)\u201d and substituting the words \u201csubsection (2A)(g) or (h)\u201d; and (ii) by inserting after the word \u201clicensee\u201d the words \u201cor registered person\u201d; (e) in subsection (6) as follows \u2014 (i) in paragraph (a), by deleting the words \u201csubsection (2)(vii) or (viii)\u201d and substituting the words \u201csubsection (2A)(g) or (h)\u201d; (ii) in paragraph (c) by inserting after the word \u201clicensee\u201d the words \u201cor registered person\u201d; and (iii) by repealing paragraph (d) and substituting the following paragraph \u2014 \u201c(d) revoke the licence or cancel the registration and apply to the court for an order that the licensee or registered person, if either is a company, be wound up by the court in which case the provisions of the Companies Law (2018 Revision) relating to the winding up of a company shall apply.\u201d; (f) in subsection (7) as follows \u2014 (i) by inserting after the words \u201ccancel a licence\u201d the words \u201cor registration\u201d; (ii) by inserting after the word \u201clicensee\u201d the words \u201cor registered person\u201d; and (iii) by inserting after the words \u201cgrant of the licence\u201d the words \u201cor registration\u201d; and (g) in subsection (8) by inserting after the word \u201clicence\u201d the words \u201cor registration\u201d. Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_14\", \"num\": \"14.\", \"text\": \"Amendment of section 18 - injunctions and restitution and disgorgement orders 14. The principal Law is amended in section 18(1) by inserting after the words \u201cthat a licensee\u201d, wherever they appear, the words \u201cor registered person\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_15\", \"num\": \"15.\", \"text\": \"Amendment of section 19 - duty of auditor 15. The principal Law is amended in section 19 as follows \u2014 (a) in subsection (1) as follows \u2014 (i) by inserting after the words \u201cbelieve that the licensee\u201d the words \u201cor registered person\u201d; and (ii) by inserting after the words \u201cthe Authority and the licensee\u201d the words \u201cor registered person\u201d; (b) in subsection (2), by inserting after the words \u201ca licensee\u201d the words \u201cor registered person\u201d; (c) in subsection (3), by inserting after the words \u201cauditor of a licensee\u201d the words \u201cor a registered person\u201d; and (d) by deleting the words \u201csection 17(2)(v)\u201d wherever it appears and substituting the words \u201csection 17(2A)(e)\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_16\", \"num\": \"16.\", \"text\": \"Amendment of section 21 - winding up 16. The principal Law is amended in section 21 as follows \u2014 (a) in subsection (1), by deleting the words \u201cwinding up of the company voluntarily\u201d and substituting the words \u201cvoluntary winding up proceedings that have commenced\u201d; and (b) by inserting after subsection (2) the following subsection \u2014 \u201c(3) The Authority may apply to the court for an order that a person specified in Schedule 4 that has been in contravention of section 5(4) be wound up by the court, notwithstanding any voluntary winding up proceedings that have commenced.\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_17\", \"num\": \"17.\", \"text\": \"Amendment of section 22 - appeals against decisions made under section 17(2)(i) and (viii) 17. The principal Law is amended in section 22 as follows \u2014 (a) in the section header, by deleting the words \u201csection 17(2)(i) and (viii)\u201d and substituting the words \u201csections 17(2A)(a) and (h)\u201d; (b) in subsection (1) by deleting the words \u201csection 17(2)(i) and (viii)\u201d and substituting the words \u201c sections 17(2A)(a) and (h)\u201d; and (c) in subsection (4) by inserting after the word \u201clicensee\u201d the words \u201cor registered person\u201d. Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_18\", \"num\": \"18.\", \"text\": \"Amendment of section 23 - appeals against other decisions of the Authority 18. The principal Law is amended by deleting the words \u201csection 17(2)(i) and (viii)\u201d and substituting the words \u201csection 17(2A)(a), section 17(2A)(h)\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_19\", \"num\": \"19.\", \"text\": \"Insertion of Schedule 2A - non-registrable persons 19. The principal Law is amended by inserting after Schedule 2 the following Schedule \u2014 \u201cSchedule 2A (sections 4, 5 and 6) Non-registrable persons 1. Persons described in paragraph 2 are persons for whom there is no requirement for registration under this Law and shall be referred to as \u201cnon-registrable persons\u201d. 2. The persons referred to in paragraph 1 are as follows \u2014 (a) A person participating in a joint enterprise (and where that person is a company any other company which is part of the same group of companies as that person) with the person carrying on the securities investment business where the activities constituting such securities investment business are to be carried on for the purposes of or in connection with that joint enterprise. (b) The following persons \u2014 (i) the Exchange; (ii) the Authority; or (iii) the Government of the Islands or any public authority created by the Government. (c) A person carrying on securities investment business only in the course of acting in any of the following capacities \u2014 (i) director; (ii) partner; (iii) manager of a limited liability company; (iv) liquidator (including a provisional liquidator); (v) trustee in bankruptcy; (vi) receiver of an estate or company; (vii) executor or administrator of an estate; or Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 (viii) a trustee acting together with co-trustees in their capacity as such, or acting for a beneficiary under the trust, provided that in each case that person is not separately remunerated for any of the activities which constitute the carrying on of such securities investment business otherwise than as part of any remuneration such person receives for acting in that capacity and either \u2014 (A) does not hold himself or herself out as carrying on securities investment business other than as a necessary or incidental part of performing functions in that capacity, or (B) is acting on behalf of a company, partnership or trust that is otherwise licensed or exempted from licensing under this Law. (d) The conduct of securities investment business by a single family office.\u201d.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_20\", \"num\": \"20.\", \"text\": \"Amendment of Schedule 4 - excluded persons 20. The principal Law is amended in Schedule 4 by repealing the schedule and substituting the following schedules \u2014 \u201cSCHEDULE 4 (sections 2, 5, 6 and 21) Persons required to be registered under section 5(4) 1. A company within a group of companies carrying on securities investment business exclusively for one or more companies within the same group. 2. A person carrying on securities investment business exclusively for one or more of the following classes of persons \u2014 (a) a sophisticated person; (b) a high net worth person; or (c) a company, partnership or trust (whether or not regulated as a mutual fund) of which the shareholders, unit holders or limited partners are one or more persons falling within (a) or (b), and who has a registered office or a place of business in the Islands for which services are provided by a person licensed to provide such services. Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019 3. A person to whom section 4(1) applies but who is regulated in respect of securities investment business by a recognised overseas regulatory authority in the country or territory (other than the Islands) in which the securities investment business is being conducted. SCHEDULE 4A (section 2) Connected Persons within a Single Family 1. The following persons are connected persons in relation to an individual within a single family  \u2014 (a) spouse; (b) the descendants of the individual and their spouses; (c) parents, including step-parents; (d) grandparents; (e) parents-in-law, including step-parents-in-law; (f) brother, step-brother, sister, step-sister and their spouses; (g) spouse\u2019s grandparents; (h) spouse\u2019s brother, step-brother, sister, step-sister and their spouses and children; (i) parent\u2019s brother, step-brother, sister, step-sister and their spouses; (j) children of the brother, step-brother, sister or step-sister of the individual\u2019s parents, both present and future, including stepchildren, and their spouses; and (k) children of the individual\u2019s brother, step-brother, sister or stepsister, both present and future, including step-children, and their spouses. 2. For any of the relationships listed in paragraph 1 that may be established by blood, that same relationship may also be established by adoption. 3. In paragraph 1(b), the term \u201cdescendants of the individual\u201d means the individual\u2019s children, the children of that individual\u2019s children, the children of those children, and so on. 4. For the purpose of paragraph 3, the term \u201cchildren\u201d includes stepchildren.\u201d. Securities Investment Business (Amendment) Law, 2019 Law 8 of 2019\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_21\", \"num\": \"21.\", \"text\": \"Transitional 21. (1) Any person who is registered with the Authority pursuant to paragraphs 1, 4 and 5 of Schedule 4 on the day immediately before the commencement of this Law shall  \u2014 (a) provide such information as the Authority may request by 15th August, 2019; and (b) take such steps to re-register with the Authority as a registered person by 15th January, 2020 if that person wishes to continue carrying on securities investment business. (2) A person described under subsection (1) who  \u2014 (a) does not provide the required information to the Authority by 15th August, 2019; or (b) does not complete the re-registration process under this section by 15th January, 2020, shall cease conducting securities investment business in or from within the Islands and shall be deregistered by the Authority.\u201d. Passed by the Legislative Assembly the 5th day of June, 2019. Hon. W. McKeeva Bush Speaker Zena Merren-Chin Clerk of the Legislative Assembly\", \"element\": \"section\", \"heading\": null}], \"meta\": {\"notes\": null, \"workflow\": null, \"lifecycle\": {\"source\": \"#cilegis\", \"eventRef\": [{\"eId\": \"e_commence_2019_01_01\", \"date\": \"2019-01-01\", \"type\": \"generation\", \"source\": \"#cilegis\"}]}, \"references\": {\"source\": \"#canary\", \"TLCRole\": [], \"TLCEvent\": [{\"eId\": \"ev_commencement\", \"href\": \"\/akn\/ontology\/canary\/event\/commencement\", \"showAs\": \"commencement\"}], \"TLCPerson\": [], \"TLCConcept\": [{\"eId\": \"inForce\", \"href\": \"\/akn\/ontology\/canary\/concept\/temporal\/in-force\", \"showAs\": \"in force\"}], \"TLCProcess\": [], \"TLCLocation\": [], \"TLCOrganization\": [{\"eId\": \"cilegis\", \"href\": \"\/akn\/ontology\/canary\/organization\/editor\/cilegis\", \"showAs\": \"Cayman Islands legislation mirror (kyleg)\"}]}, \"temporalData\": {\"source\": \"#cilegis\", \"temporalGroup\": [{\"eId\": \"tg_inforce_2019_01_01\", \"timeInterval\": [{\"end\": null, \"start\": \"#e_commence_2019_01_01\", \"duration\": null, \"refersTo\": \"#inForce\"}]}]}, \"classification\": null, \"identification\": {\"source\": \"#cilegis\", \"FRBRWork\": {\"FRBRuri\": \"\/akn\/ky\/act\/amending\/2019\/8\", \"FRBRdate\": [{\"date\": \"2019-01-01\", \"name\": \"generation\"}], \"FRBRthis\": \"\/akn\/ky\/act\/amending\/2019\/8\/!main\", \"FRBRalias\": [{\"name\": \"cmsId\", \"value\": \"2019-0008\"}], \"FRBRauthor\": [{\"as\": \"#editor\", \"href\": \"\/akn\/ontology\/canary\/organization\/editor\/cilegis\"}], \"FRBRnumber\": \"8 of 2019\", \"FRBRcountry\": \"ky\", \"FRBRsubtype\": \"amending\"}, \"FRBRExpression\": {\"FRBRuri\": \"\/akn\/ky\/act\/amending\/2019\/8\/eng@2019-01-01\", \"FRBRdate\": [{\"date\": \"2019-01-01\", \"name\": \"generation\"}], \"FRBRthis\": \"\/akn\/ky\/act\/amending\/2019\/8\/eng@2019-01-01\/!main\", \"FRBRauthor\": [{\"as\": \"#editor\", \"href\": \"\/akn\/ontology\/canary\/organization\/editor\/cilegis\"}], \"FRBRlanguage\": \"eng\"}, \"FRBRManifestation\": {\"FRBRuri\": \"\/akn\/ky\/act\/amending\/2019\/8\/eng@2019-01-01.xml\", \"FRBRdate\": [{\"date\": \"2026-06-22\", \"name\": \"generation\"}], \"FRBRthis\": \"\/akn\/ky\/act\/amending\/2019\/8\/eng@2019-01-01.xml\", \"FRBRauthor\": [{\"as\": \"#editor\", \"href\": \"\/akn\/ontology\/canary\/organization\/editor\/cilegis\"}], \"FRBRformat\": \"application\/xml\"}}}, \"name\": \"act\", \"header\": {\"title\": \"Securities Investment Business (Amendment) Law, 2019 (Law 8 of 2019)\", \"actNumber\": \"8 of 2019\", \"longTitle\": null}}, \"doc\": null, \"bill\": null, \"judgment\": null}}","akn_full_text":"CAYMAN ISLANDS\n\nSECURITIES INVESTMENT BUSINESS\n(AMENDMENT) LAW, 2019\n(Law 8 of 2019)\n\nSupplement No. 2 published with Legislation Gazette No. 21 dated 18th  June, 2019.\n\nPage 2\nLaw 8 of 2019\nc\n\nPUBLISHING DETAILS\n\nSecurities Investment Business (Amendment) Law, 2019\nArrangement of Sections\n\nc\nLaw 8 of 2019\nPage 3\n\nCAYMAN ISLANDS\n\nSECURITIES INVESTMENT BUSINESS\n(AMENDMENT) LAW, 2019\n(Law 8 of 2019)\nArrangement of Sections\nSection\nPage\n1.\nShort title ...................................................................................................................................5\n2.\nAmendment of section 2 - definitions .........................................................................................5\n3.\nAmendment of section 4 - meaning of securities investment business .......................................6\n4.\nInsertion of sections 4A - exercise of discretionary powers; 4B - direction to cease and\ndesist; and 4C - prohibition to act as depositary .........................................................................7\n5.\nAmendment of section 5 - requirement for a licence ..................................................................8\n6.\nAmendment of section 6 - application for a licence .................................................................. 10\n7.\nAmendment of section 8 - shares not to be issued or transferred without the prior\napproval of the Authority .......................................................................................................... 10\n8.\nAmendment of section 9 - use of words connoting securities investment business .................. 10\n9.\nAmendment of section 10 - segregation of property ................................................................. 10\n10.\nAmendment of section 12 - guidance notes ............................................................................. 11\n11.\nAmendment of section 15 - number and approval of directors .................................................. 11\n12.\nAmendment of section 16 - powers and duties of the Authority ................................................ 12\n13.\nAmendment of section 17 - enforcement powers of the Authority ............................................. 12\n14.\nAmendment of section 18 - injunctions and restitution and disgorgement orders...................... 15\n15.\nAmendment of section 19 - duty of auditor ............................................................................... 15\n16.\nAmendment of section 21 - winding up .................................................................................... 15\n17.\nAmendment of section 22 - appeals against decisions made under section 17(2)(i) and\n(viii) .......................................................................................................................................... 15\n18.\nAmendment of section 23 - appeals against other decisions of the Authority ........................... 16\n19.\nInsertion of Schedule 2A - non-registrable persons .................................................................. 16\n20.\nAmendment of Schedule 4 - excluded persons ........................................................................ 17\n21.\nTransitional .............................................................................................................................. 19\n\nArrangement of Sections\nSecurities Investment Business (Amendment) Law, 2019\n\nPage 4\nLaw 8 of 2019\nc\n\nSecurities Investment Business (Amendment) Law, 2019\nSection 1\n\nc\nLaw 8 of 2019\nPage 5\n\nCAYMAN ISLANDS\n\nSECURITIES INVESTMENT BUSINESS\n(AMENDMENT) LAW, 2019\n(Law 8 of 2019)\nA LAW TO AMEND THE SECURITIES INVESTMENT BUSINESS LAW (2019\nREVISION) TO ADJUST THE EXCLUDED PERSONS REGIME;\nAND FOR\nINCIDENTAL AND CONNECTED PURPOSES\nENACTED by the Legislature of the Cayman Islands.\n1.\nShort title\n1.\nThis Law may be cited as the Securities Investment Business (Amendment) Law,\n2019.\n2.\nAmendment of section 2 - definitions\n2.\nThe Securities Investment Business Law (2019 Revision), in this Law referred to as\nthe \u201cprincipal Law\u201d, is amended in section 2 as follows  \u2014\n(a)\nby deleting the definition of the words \u201csenior officer\u201d and substituting\nthe following definition  \u2014\n\u201c \u201csenior officer\u201d means a director, managing director, president,\nchief executive officer, partner, managing partner, general partner,\nultimate partner, manager or someone who has a similar control\nfunction;\u201d; and\n(Law 8 of 2019)\nI Assent,\nMartyn Roper\nGovernor\nDate: 17th June, 2019\n\nSection 3\nSecurities Investment Business (Amendment) Law, 2019\n\nPage 6\nLaw 8 of 2019\nc\n\n(b) by inserting in the appropriate alphabetical sequence the following\ndefinitions  \u2014\n\u201c \u201cdepositary\u201d means a depositary appointed in accordance with\nparagraph 11 of the Schedule to the Securities Investment Business\n(EU Connected Fund (Alternative Investment Fund Managers\nDirective) ) Regulations, 2016 and carrying out the duties set out in\nparagraph 13 of that Schedule;\n\u201cregistered person\u201d means a person specified in Schedule 4 and\nwho has registered with the Authority in accordance with section\n5(4);\n\u201csingle family\u201d, in relation to a single family office, means  \u2014\n(a) an individual; or\n(b) a group of individuals who are connected in at least one of the\nways set out in in Schedule 4A;\n\u201csingle family office\u201d means a legal entity or  legal arrangement\nformed in the Islands by a single family to conduct securities\ninvestment business for or on behalf of that single family where  \u2014\n(a) the securities are not beneficially owned by a third party; and\n(b) the legal entity or legal arrangement does not hold itself out to\nthe public as conducting securities investment business for any\nperson except members of the single family;\u201d.\n3.\nAmendment of section 4 - meaning of securities investment business\n3.\nThe principal Law is amended in section 4 as follows \u2014\n(a)\nin subsection (1)(a) as follows  \u2014\n(i)\nin subparagraph (v) by deleting the word \u201cor\u201d; and\n(ii) by inserting after subparagraph (v) the following subparagraphs \u2014\n\u201c(vi) a limited liability company formed and registered\nunder the Limited Liability Companies Law (2018\nRevision); or\n(vii) a limited liability partnership formed and registered\nunder the Limited Liability Partnership Law,\n2017;\u201d; and\n(b) by repealing subsection (2) and substituting the following subsections  \u2014\n\u201c(2) The respective activities carried out by the non-registrable\npersons described in Schedule 2A and the activities set out in\nSchedule 3 do not constitute the carrying on of securities\ninvestment business for the purpose of this Law.\n\nSecurities Investment Business (Amendment) Law, 2019\nSection 4\n\nc\nLaw 8 of 2019\nPage 7\n\n(3) The persons described in Schedule 2A are persons who are not\nrequired to register under this Law.\u201d.\n4.\nInsertion of sections 4A - exercise of discretionary powers; 4B - direction\nto cease and desist; and 4C - prohibition to act as depositary\n4.\nThe principal Law is amended by inserting after section 4 the following sections \u2014\n\n\u201cExercise of discretionary powers\n4A. The Authority may \u2014\n(a)\nimpose conditions on an applicant for registration or licensing\nat the time of application or at any time thereafter, as the\nAuthority may consider appropriate having regard to the\nnature, risk and scale of the business;\n(b) refuse registration of an applicant for registration; and\n(c)\nemploy the enforcement powers of the Authority against a\nregistered person.\n\nDirection to cease and desist\n4B. (1) Where the Authority is of the opinion that a licensee or a registered\nperson is \u2014\n(a)\ncommitting, or about to commit, an act that is an unsafe or\nunsound practice in conducting the business of the licensee or\na registered person; or\n(b) pursuing or about to pursue, a course of conduct that is an\nunsafe or unsound practice in conducting the business of the\nlicensee or registered person,\nthe Authority may direct the licensee or registered person, in\nrelation to the securities investment business of the licensee or\nregistered person to cease or refrain from committing the act or\npursuing the course of conduct and to perform such acts as, in the\nopinion of the Authority, are necessary to remedy or ameliorate the\nsituation.\n(2) A person who, without reasonable cause, fails to comply with a\ndirection given by the Authority under subsection (1) commits an\noffence and is liable \u2014\n(a)\non summary conviction to a fine of fifty thousand dollars or to\nimprisonment for a term of one year or to both; and\n(b) on conviction on indictment to a fine of one hundred thousand\ndollars or to imprisonment for a term of five years or to both,\n\nSection 5\nSecurities Investment Business (Amendment) Law, 2019\n\nPage 8\nLaw 8 of 2019\nc\n\nand if the offence of which the person is convicted is continued after\nconviction the person commits a further offence and is liable to a\nfine of ten thousand dollars for every day on which the offence is so\ncontinued.\n\nProhibition to act as depositary\n4C. A registered person shall not act or function as a depositary in or from\nwithin the Islands.\u201d.\n5.\nAmendment of section 5 - requirement for a licence\n5.\nThe principal Law is amended in section 5 as follows \u2014\n(a)\nin the section header, by inserting after the words \u201ca licence\u201d the words \u201c,\nregistration, deregistration and fees payable\u201d;\n(b) in subsection (1), by inserting after the words \u201ca licence\u201d the words \u201cor\nregistration\u201d in each instance;\n(c)\nby inserting after subsection (1) the following subsections  \u2014\n\u201c(1A)An individual shall not carry on securities investment business in or\nfrom within the Islands except where the individual is a person\ndescribed in Schedule 2A.\n(1B) A person who carries on securities investment business activities for\nwhich a licence or registration is required shall be  \u2014\n(a)\na company incorporated under the Companies Law (2018\nRevision);\n(b) a general partnership established under the Partnership Law\n(2013 Revision);\n(c)\na limited partnership registered under the Partnership Law\n(2013 Revision);\n(d) an exempted limited partnership registered under the\nExempted Limited Partnership Law (2018 Revision);\n(e)\na foreign company registered under Part IX of the Companies\nLaw (2018 Revision);\n(f)\na limited liability company formed and registered under the\nLimited Liability Companies Law (2018 Revision); or\n(g) a limited liability partnership formed and registered under the\nLimited Liability Partnership Law, 2017.\u201d;\n(ca) in subsection (2), by deleting the words \u201cSchedule 4\u201d and substituting the\nwords \u201cSchedule 2A\u201d; and\n(d) by repealing subsection (4) and substituting the following subsections \u2014\n\nSecurities Investment Business (Amendment) Law, 2019\nSection 5\n\nc\nLaw 8 of 2019\nPage 9\n\n\u201c(4) A person specified in Schedule 4 shall register with the Authority\nand such person, in order to be registered, shall file an application\nin the prescribed form and pay the prescribed registration fee to the\nAuthority.\n(4A) An applicant for registration shall not be registered unless the\napplicant has satisfied the Authority that the applicant\u2019s\nshareholders, directors and senior officers are fit and proper\npersons.\n(4B) Where a registered person ceases to carry on securities investment\nbusiness the registered person shall within twenty-one days after the\ndate of ceasing to carry on in the Islands any regulated activity\nlisted in Schedule 2 \u2014\n(a)\nnotify the Authority of its intention to deregister; and\n(b) file the prescribed details to deregister in the manner specified\nby the Authority.\n(4C) A registered person shall notify the Authority within twenty-one\ndays after any material change in the information filed by the\nregistered person in its application or annual declaration.\n(4D) A registered person who fails to pay the prescribed annual fee shall\npay a surcharge of one-twelfth of that fee for every month or part of\na month after the 15th January in each year that the fee is not paid.\n(4E) A registered person shall  \u2014\n(a)\nfile with the Authority, on or before the 15th day of January in\neach year, an annual declaration in such form as the Authority\nmay approve; and\n(b) pay to the Authority the prescribed annual fee at the time of\nthe filing of the declaration.\n(4F) The Authority may, for good cause, waive any additional fee\nimposed under subsection (4D).\n(4G) If the prescribed annual fee referred to in subsection (4E) is not paid\non or before the 15th day of January in each year, the unpaid annual\nfee may be sued for by the Crown by action as a civil debt and the\nCrown may require, and the court may order, the payment of any\npenalties accrued in respect of the late payment of the fee.\u201d;\n(e)\nin subsection (5) as follows \u2014\n(i)\nby deleting the words \u201cperson to whom Schedule 4 applies\u201d and\nsubstituting the words \u201cregistered person\u201d; and\n(ii) by deleting the words \u201csection 17(2)(v)\u201d and substituting the words\n\u201csection 17(2A)(e)\u201d; and\n\nSection 6\nSecurities Investment Business (Amendment) Law, 2019\n\nPage 10\nLaw 8 of 2019\nc\n\n(f)\nin subsection (6) by inserting after the words \u201ccurrent licence\u201d the words\n\u201cor registration\u201d.\n6.\nAmendment of section 6 - application for a licence\n6.\nThe principal Law is amended in section 6(13) by deleting the words \u201cor a person\nspecified in Schedule 4\u201d and substituting the words \u201c, a person specified in\nSchedule 2A or a person specified in Schedule 4\u201d.\n7.\nAmendment of section 8 - shares not to be issued or transferred without\nthe prior approval of the Authority\n7.\nThe principal Law is amended in section 8 as follows \u2014\n(a)\nby inserting after subsection (1) the following subsection \u2014\n\u201c(1A)Shares in a company or interests in a limited liablity company or a\npartnership which is a registered person under this Law shall not be\nissued and issued shares or interests shall not be voluntarily\ntransferred or disposed of without the Authority being notified\nwithin twenty-one days of the transfer or disposal.\u201d;\n(b) in subsection (3), by deleting the words \u201cIn subsection (1)\u201d and inserting\nthe words \u201cIn subsections (1) and (1A)\u201d;\n(c)\nin subsection (4) as follows  \u2014\n(i)\nby inserting after the words \u201ca partnership which is licensed\u201d the\nwords \u201cor registered\u201d; and\n(ii) by inserting after the words \u201cinstructions as to the licence\u201d the\nwords \u201c, registration\u201d.\n8.\nAmendment of section 9 - use of words connoting securities investment\nbusiness\n8.\nThe principal Law is amended in section 9 as follows \u2014\n(a)\nby inserting after the words \u201crequire a licensee\u201d the words \u201cor registered\nperson\u201d; and\n(b) by inserting after the words \u201crevoke its licence\u201d the words \u201cor cancel its\nregistration\u201d.\n9.\nAmendment of section 10 - segregation of property\n9.\nThe principal Law is amended in section 10 by \u2014\n(a) inserting after the words \u201cA licensee\u201d the words \u201cor a registered person\u201d;\nand\n(b) inserting after the words \u201cthe licensee\u2019s\u201d the words \u201cor registered\nperson\u2019s\u201d.\n\nSecurities Investment Business (Amendment) Law, 2019\nSection 10\n\nc\nLaw 8 of 2019\nPage 11\n\n10.\nAmendment of section 12 - guidance notes\n10. The principal Law is amended in section 12(1) by deleting the words \u201cFinancial\nSecretary\u201d and substituting the words \u201cMinister with responsibility for financial\nservices\u201d.\n11.\nAmendment of section 15 - number and approval of directors\n11. The principal Law is amended in section 15 as follows \u2014\n(a)\nin subsection (2), by deleting the words \u201cthat is a company\u201d;\n(b) in subsection (3), by inserting after the words \u201cA licensee\u201d the words \u201cor\nregistered person\u201d;\n(c)\nby inserting after subsection (3) the following subsections \u2014\n\u201c(4) A registered person shall have, where the registered person is \u2014\n(a)\na company incorporated under the Companies Law (2018\nRevision), a minimum of \u2013\n(i)\ntwo directors who are individuals; or\n(ii)\none corporate director,\n\neach of whom is complying with the Directors Registration\nand Licensing Law, 2014;\n(b) a general partnership established, or a limited partnership\nregistered under the Partnership Law (2013 Revision), a\nminimum of two partners;\n(c)\nan exempted limited partnership registered under the\nExempted Limited Partnership Law (2018 Revision), a\nminimum of two directors (or equivalent officers) appointed in\nrespect of its general partner (or where the general partner is\nitself an exempted limited partnership registered under the\nExempted Limited Partnership Law (2018 Revision) at the\nlevel of the ultimate general partner);\n(d) a foreign company registered under Part IX of the Companies\nLaw (2018 Revision), a minimum of two directors (or\nequivalent officers);\n(e)\na limited liability company formed and registered under the\nLimited Liability Companies Law (2018 Revision), a minimum\nof two managers complying with the Directors Registration\nand Licensing Law, 2014; or\n(f)\na limited liability partnership formed and registered under the\nLimited Liability Partnership Law, 2017, a minimum of two\nmanaging partners.\n\nSection 12\nSecurities Investment Business (Amendment) Law, 2019\n\nPage 12\nLaw 8 of 2019\nc\n\n(5) Any alteration made in the senior officers of a registered person\nshall be notified to the Authority within twenty-one days of the\nalteration.\u201d.\n12.\nAmendment of section 16 - powers and duties of the Authority\n12. The principal Law is amended in section 16 as follows \u2014\n(a)\nin subsection (1)(c), by inserting after the word \u201clicensee\u201d, wherever this\nword appears, the words \u201cor registered person\u201d; and\n(b) by inserting after subsection (1) the following subsection \u2014\n\u201c(1A) The Authority may require \u2014\n(a)\nfrom a registered person, information related to its securities\ninvestment business; or\n(b) from any person who, in the opinion of the Authority, is\nconducting securities investment business in contravention of\nthis Law information related to the person\u2019s securities\ninvestment business.\u201d.\n13.\nAmendment of section 17 - enforcement powers of the Authority\n13. The principal Law is amended in section 17 as follows \u2014\n(a)\nin subsection (1) as follows \u2014\n(i)\nby inserting after the words \u201ca licensee\u201d, wherever they appear, the\nwords \u201cor a registered person\u201d; and\n(ii) by inserting after the words \u201cthe licensee\u201d, wherever they appear,\nthe words \u201cor the registered person\u201d;\n(b) by repealing subsection (2) and substituting the following subsections \u2014\n\u201c(2) The Authority may carry out any of the actions specified in\nsubsection (2A) if it knows or has reasonable grounds to believe\nthat a licensee or a registered person \u2014\n(a)\nis unable or appears likely to become unable to meet its\nobligations as they fall due;\n(b) is carrying on business fraudulently or otherwise in a manner\ndetrimental to the public interest, to the interest of its clients or\nto the interest of its creditors;\n(c)\nhas contravened any provision of this Law or the regulations\nor of the Anti-Money Laundering Regulations (2018 Revision);\n(d) has failed to comply with a condition of its licence or\nregistration;\n(e)\nhas not conducted the direction and management of its\nbusiness in a fit and proper manner or has directors, senior\n\nSecurities Investment Business (Amendment) Law, 2019\nSection 13\n\nc\nLaw 8 of 2019\nPage 13\n\nofficers, managers or persons who have acquired ownership or\ncontrol who are not fit and proper persons; or\n(f)\nhas failed to comply with any lawful direction from the\nAuthority.\n(2A) The actions referred to in subsection (2) are as follows \u2014\n(a)\nrevoke the licence or cancel the registration;\n(b) impose conditions or further conditions upon the licence or\nregistration or amend or revoke any such conditions;\n(c)\napply to the court for any order which is necessary to protect\nthe interests of clients or creditors of the licensee or registered\nperson such orders including an injunction or restitution or\ndisgorgement order under section 18;\n(d) publish in the Gazette and in any official publications of the\nAuthority a breach by any person of this Law, of any\nregulations made hereunder or of any lawful direction issued\nby the Authority;\n(e)\nat the expense of the licensee or registered person, require that\nan auditor\u2019s report be submitted to the Authority on the\nlicensee\u2019s or registered person\u2019s anti-money laundering\nsystems and procedures for compliance with the Anti-Money\nLaundering Regulations (2018 Revision);\n(f)\nrequire the substitution of any director or officer of the\nlicensee or registered person whenever appointed or the\ndivestment of ownership or control;\n(g) at the expense of the licensee or registered person, appoint a\nperson to advise the licensee or registered person on the\nproper conduct of its affairs and to report to the Authority\nthereon;\n(h) at the expense of the licensee or registered person appoint a\nperson to assume control of the licensee\u2019s or registered\nperson\u2019s affairs who shall have all the powers necessary to\nadminister the affairs of the licensee or registered person\nincluding the power to terminate the securities investment\nbusiness of the licensee or registered person;\n(i)\nin the case of a reasonable belief that the licensee or registered\nperson has materially contravened the Anti-Money Laundering\nRegulations (2018 Revision), report the same to the Director\nof Public Prosecutions; or\n(j)\nrequire such action to be taken by the licensee or registered\nperson as the Authority reasonably believes necessary for the\n\nSection 13\nSecurities Investment Business (Amendment) Law, 2019\n\nPage 14\nLaw 8 of 2019\nc\n\npurposes of dealing with the circumstances referred to in\nsubsection (2)(a) to (g).\u201d;\n(c)\nin subsection (3) as follows \u2014\n(i)\nin the chapeau as follows  \u2014\n(A) by deleting the words \u201csubsection (2)(i) to (ix) and\nsubstituting the words \u201csubsection (2A)\u201d; and\n(B) by inserting after the word \u201clicensee\u201d the words \u201cor registered\nperson\u201d;\n(ii) in paragraph (c) by inserting after the word \u201clicensee\u201d the words \u201cor\nregistered person\u201d; and\n(iii) in paragraph (d) by inserting after the word \u201clicensee\u2019s\u201d the words\n\u201cor registered person\u2019s\u201d;\n(d) in subsection (5) as follows \u2014\n(i)\nby deleting the words \u201csubsection (2)(vii) or (viii)\u201d and substituting\nthe words \u201csubsection (2A)(g) or (h)\u201d; and\n(ii) by inserting after the word \u201clicensee\u201d the words \u201cor registered\nperson\u201d;\n(e)\nin subsection (6) as follows \u2014\n(i)\nin paragraph (a), by deleting the words \u201csubsection (2)(vii) or (viii)\u201d\nand substituting the words \u201csubsection (2A)(g) or (h)\u201d;\n(ii) in paragraph (c) by inserting after the word \u201clicensee\u201d the words \u201cor\nregistered person\u201d; and\n\n(iii) by repealing paragraph (d) and substituting the following\nparagraph \u2014\n\u201c(d) revoke the licence or cancel the registration and apply to the\ncourt for an order that the licensee or registered person, if\neither is a company, be wound up by the court in which case\nthe provisions of the Companies Law (2018 Revision) relating\nto the winding up of a company shall apply.\u201d;\n(f)\nin subsection (7) as follows \u2014\n(i)\nby inserting after the words \u201ccancel a licence\u201d the words \u201cor\nregistration\u201d;\n(ii) by inserting after the word \u201clicensee\u201d the words \u201cor registered\nperson\u201d; and\n(iii) by inserting after the words \u201cgrant of the licence\u201d the words \u201cor\nregistration\u201d; and\n(g) in subsection (8) by inserting after the word \u201clicence\u201d the words \u201cor\nregistration\u201d.\n\nSecurities Investment Business (Amendment) Law, 2019\nSection 14\n\nc\nLaw 8 of 2019\nPage 15\n\n14.\nAmendment of section 18 - injunctions and restitution and disgorgement\norders\n14. The principal Law is amended in section 18(1) by inserting after the words \u201cthat a\nlicensee\u201d, wherever they appear, the words \u201cor registered person\u201d.\n15.\nAmendment of section 19 - duty of auditor\n15. The principal Law is amended in section 19 as follows \u2014\n(a)\nin subsection (1) as follows \u2014\n(i)\nby inserting after the words \u201cbelieve that the licensee\u201d the words\n\u201cor registered person\u201d; and\n(ii) by inserting after the words \u201cthe Authority and the licensee\u201d the\nwords \u201cor registered person\u201d;\n(b) in subsection (2), by inserting after the words \u201ca licensee\u201d the words \u201cor\nregistered person\u201d;\n(c)\nin subsection (3), by inserting after the words \u201cauditor of a licensee\u201d the\nwords \u201cor a registered person\u201d; and\n(d) by deleting the words \u201csection 17(2)(v)\u201d wherever it appears and\nsubstituting the words \u201csection 17(2A)(e)\u201d.\n16.\nAmendment of section 21 - winding up\n16. The principal Law is amended in section 21 as follows \u2014\n(a)\nin subsection (1), by deleting the words \u201cwinding up of the company\nvoluntarily\u201d and substituting the words \u201cvoluntary winding up\nproceedings that have commenced\u201d; and\n(b) by inserting after subsection (2) the following subsection \u2014\n\u201c(3) The Authority may apply to the court for an order that a person\nspecified in Schedule 4 that has been in contravention of\nsection 5(4) be wound up by the court, notwithstanding any\nvoluntary winding up proceedings that have commenced.\u201d.\n17.\nAmendment of section 22 - appeals against decisions made under section\n17(2)(i) and (viii)\n17. The principal Law is amended in section 22 as follows \u2014\n(a)\nin the section header, by deleting the words \u201csection 17(2)(i) and (viii)\u201d\nand substituting the words \u201csections 17(2A)(a) and (h)\u201d;\n(b) in subsection (1) by deleting the words \u201csection 17(2)(i) and (viii)\u201d and\nsubstituting the words \u201c sections 17(2A)(a) and (h)\u201d; and\n(c)\nin subsection (4) by inserting after the word \u201clicensee\u201d the words \u201cor\nregistered person\u201d.\n\nSection 18\nSecurities Investment Business (Amendment) Law, 2019\n\nPage 16\nLaw 8 of 2019\nc\n\n18.\nAmendment of section 23 - appeals against other decisions of the Authority\n18. The principal Law is amended by deleting the words \u201csection 17(2)(i) and (viii)\u201d\nand substituting the words \u201csection 17(2A)(a), section 17(2A)(h)\u201d.\n19.\nInsertion of Schedule 2A - non-registrable persons\n19. The principal Law is amended by inserting after Schedule 2 the following\nSchedule \u2014\n\u201cSchedule 2A\n(sections 4, 5 and 6)\nNon-registrable persons\n1.\nPersons described in paragraph 2 are persons for whom there is no\nrequirement for registration under this Law and shall be referred to as\n\u201cnon-registrable persons\u201d.\n2.\nThe persons referred to in paragraph 1 are as follows \u2014\n(a)\nA person participating in a joint enterprise (and where that\nperson is a company any other company which is part of the\nsame group of companies as that person) with the person\ncarrying on the securities investment business where the\nactivities constituting such securities investment business are\nto be carried on for the purposes of or in connection with that\njoint enterprise.\n(b) The following persons \u2014\n(i)\nthe Exchange;\n(ii) the Authority; or\n(iii) the Government of the Islands or any public authority\ncreated by the Government.\n(c)\nA person carrying on securities investment business only in\nthe course of acting in any of the following capacities \u2014\n(i)\ndirector;\n(ii) partner;\n(iii) manager of a limited liability company;\n(iv) liquidator (including a provisional liquidator);\n(v) trustee in bankruptcy;\n(vi) receiver of an estate or company;\n(vii) executor or administrator of an estate; or\n\nSecurities Investment Business (Amendment) Law, 2019\nSection 20\n\nc\nLaw 8 of 2019\nPage 17\n\n(viii) a trustee acting together with co-trustees in their capacity\nas such, or acting for a beneficiary under the trust,\nprovided that in each case that person is not separately\nremunerated for any of the activities which constitute the\ncarrying on of such securities investment business otherwise\nthan as part of any remuneration such person receives for\nacting in that capacity and either \u2014\n(A) does not hold himself or herself out as carrying on\nsecurities investment business other than as a\nnecessary or incidental part of performing functions\nin that capacity, or\n(B) is acting on behalf of a company, partnership or\ntrust that is otherwise licensed or exempted from\nlicensing under this Law.\n(d) The conduct of securities investment business by a single\nfamily office.\u201d.\n20.\nAmendment of Schedule 4 - excluded persons\n20. The principal Law is amended in Schedule 4 by repealing the schedule and\nsubstituting the following schedules \u2014\n\u201cSCHEDULE 4\n(sections 2, 5, 6 and 21)\nPersons required to be registered under section 5(4)\n1.\nA company within a group of companies carrying on securities\ninvestment business exclusively for one or more companies within the\nsame group.\n2.\nA person carrying on securities investment business exclusively for one\nor more of the following classes of persons \u2014\n(a)\na sophisticated person;\n(b) a high net worth person; or\n(c)\na company, partnership or trust (whether or not regulated as a\nmutual fund) of which the shareholders, unit holders or limited\npartners are one or more persons falling within (a) or (b),\n\nand who has a registered office or a place of business in the Islands for\nwhich services are provided by a person licensed to provide such\nservices.\n\nSection 20\nSecurities Investment Business (Amendment) Law, 2019\n\nPage 18\nLaw 8 of 2019\nc\n\n3.\nA person to whom section 4(1) applies but who is regulated in respect of\nsecurities investment business by a recognised overseas regulatory\nauthority in the country or territory (other than the Islands) in which the\nsecurities investment business is being conducted.\nSCHEDULE 4A\n(section 2)\nConnected Persons within a Single Family\n1.\nThe following persons are connected persons in relation to an individual\nwithin a single family  \u2014\n(a)\nspouse;\n(b) the descendants of the individual and their spouses;\n(c)\nparents, including step-parents;\n(d) grandparents;\n(e)\nparents-in-law, including step-parents-in-law;\n(f)\nbrother, step-brother, sister, step-sister and their spouses;\n(g) spouse\u2019s grandparents;\n(h) spouse\u2019s brother, step-brother, sister, step-sister and their\nspouses and children;\n(i)\nparent\u2019s brother, step-brother, sister, step-sister and their\nspouses;\n(j)\nchildren of the brother, step-brother, sister or step-sister of the\nindividual\u2019s parents, both present and future, including\nstepchildren, and their spouses; and\n(k) children of the individual\u2019s brother, step-brother, sister or\nstepsister, both present and future, including step-children, and\ntheir spouses.\n2.\nFor any of the relationships listed in paragraph 1 that may be established\nby blood, that same relationship may also be established by adoption.\n3.\nIn paragraph 1(b), the term \u201cdescendants of the individual\u201d means the\nindividual\u2019s children, the children of that individual\u2019s children, the\nchildren of those children, and so on.\n4.\nFor the purpose of paragraph 3, the term \u201cchildren\u201d includes stepchildren.\u201d.\n\nSecurities Investment Business (Amendment) Law, 2019\nSection 21\n\nc\nLaw 8 of 2019\nPage 19\n\n21.\nTransitional\n21. (1) Any person who is registered with the Authority pursuant to paragraphs 1, 4\nand 5 of Schedule 4 on the day immediately before the commencement of this\nLaw shall  \u2014\n(a)\nprovide such information as the Authority may request by 15th August,\n2019; and\n(b) take such steps to re-register with the Authority as a registered person by\n15th January, 2020 if that person wishes to continue carrying on securities\ninvestment business.\n(2) A person described under subsection (1) who  \u2014\n(a)\ndoes not provide the required information to the Authority by 15th\nAugust, 2019; or\n(b) does not complete the re-registration process under this section by 15th\nJanuary, 2020,\nshall cease conducting securities investment business in or from within the\nIslands and shall be deregistered by the Authority.\u201d.\n\nPassed by the Legislative Assembly the 5th day of June, 2019.\nHon. W. McKeeva Bush\nSpeaker\nZena Merren-Chin\nClerk of the Legislative Assembly","akn_extracted_at":"2026-06-22 15:42:11.596668+00","cms_id":"2019-0008","law_type":"amending","year":"2019","number":"8","title":"Securities Investment Business (Amendment) Law, 2019 (Law 8 of 2019)","status":"spent"},"provenance":{"files":[{"file_id":"6319","expr_id":"1478","kind":"akn_xml","filename":"2019-0008.akn.xml","source_url":null,"storage_path":"\/Users\/q\/kyleg-data\/working\/AMENDING\/2019\/2019-0008\/2019-0008.akn.xml","content_md5":"6e88dd5e3dbe8ea88633eb3352ccc0ed","byte_size":"33270","http_last_modified":null,"fetched_at":"2026-06-22 15:42:11.761215+00"},{"file_id":"2955","expr_id":"1478","kind":"pristine_pdf","filename":"2019-0008.pdf","source_url":"\/cms\/images\/LEGISLATION\/AMENDING\/2019\/2019-0008\/2019-0008.pdf","storage_path":"\/Users\/q\/kyleg-data\/pristine\/AMENDING\/2019\/2019-0008\/2019-0008.pdf","content_md5":"ae141631b14e8e68da2dcebd10a5b226","byte_size":"627761","http_last_modified":null,"fetched_at":"2026-06-16 04:01:10.797265+00"},{"file_id":"2956","expr_id":"1478","kind":"working_pdf","filename":"2019-0008.pdf","source_url":"\/cms\/images\/LEGISLATION\/AMENDING\/2019\/2019-0008\/2019-0008.pdf","storage_path":"\/Users\/q\/kyleg-data\/working\/AMENDING\/2019\/2019-0008\/2019-0008.pdf","content_md5":"ae141631b14e8e68da2dcebd10a5b226","byte_size":"627761","http_last_modified":null,"fetched_at":"2026-06-16 04:01:10.797265+00"}],"paragraph_count":13,"latest_history":null},"quality":{"expr_id":"1478","doc_id":"1478","quality_state":"needs_review","quality_score":"84","needs_human_review":"t","deterministic_categories":"{duplicate_text,page_header_footer_noise}","llm_categories":"{}","repair_actions":"{collapse_duplicate_text,strip_page_furniture}","finding_severity_counts":"{\"low\": 1, \"medium\": 1}","finding_summary":"repeated line furniture detected: cayman islands x3; securities investment business x3; amendment law 2019 x3; duplicate-line ratio is 11.25%","assessed_at":"2026-06-22 15:29:46.64462+00","updated_at":"2026-06-22 15:29:46.64462+00"}}