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ENDNOTES Auditors Oversight Law (2020 Revision) AUDITORS OVERSIGHT LAW (2020 Revision)\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_1\", \"num\": \"1.\", \"text\": \"Short title 1. This Law may be cited as the Auditors Oversight Law (2020 Revision).\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_2\", \"num\": \"2.\", \"text\": \"Interpretation 2. (1) In this Law \u2014 \u201cadmitted to trading on a regulated market\u201d means that all steps required by the relevant regulated market have been taken to allow the transferable securities in question to be traded on that regulated market; \u201cauditor\u201d means \u2014 (a) a sole practitioner engaged in public practice from or within the Islands who is the holder of a valid licence issued under section 11 or 12 of the Regulatory Law; (b) a partnership engaged in public practice from or within the Islands where each partner or person holding an equivalent position in such partnership who is engaged in public practice from or within the Islands is the holder of a valid licence issued under section 11 or 12 of the Regulatory Law; or (c) a body corporate engaged in public practice from or within the Islands where each director or person holding an equivalent position in such body corporate who is engaged in public practice from or within the Islands is the holder of a valid licence issued under section 11 or 12 of the Regulatory Law; Auditors Oversight Law (2020 Revision) \u201cAuthority\u201d means the Auditors Oversight Authority established under section 3; \u201cAuthority specified company\u201d means a company, partnership, unit trust or other entity, whether or not incorporated or established in the Islands, which is not a market traded company or designated company and which falls within the specific type or category of company, partnership, unit trust or other entity specified by the Authority in a notice issued under section 17A; \u201cBoard\u201d means the board of directors established under section 6; \u201cChairperson\u201d means the Chairperson of the Board designated as such under section 6; \u201ccost of oversight\u201d means any fees payable by the recognised auditor to the Authority in relation to the Authority\u2019s oversight, monitoring or registration of recognised auditors, including but not limited to, the annual fees payable under section 22; \u201cDeputy Chairperson\u201d means the Deputy Chairperson of the Board designated as such under section 6; \u201cdesignated company\u201d means a company, partnership, unit trust or other entity, whether or not incorporated or established in the Islands, which is not a market traded company or an Authority specified company but which falls within a specific type or category of company, partnership, unit trust or other entity specified by Regulations; \u201cdirector\u201d means a director referred to in section 6; \u201cexempted entity\u201d means any type of company, partnership, unit trust or other entity specified as such by Regulations; \u201cfunctions\u201d includes powers and duties; \u201cmarket traded company\u201d means a company, partnership, unit trust or other entity, whether or not incorporated or established in the Islands, some or all of the transferable securities of which are admitted to trading on a regulated market except where that company, partnership, unit trust or other entity is an exempted entity; \u201coverseas auditor oversight body\u201d means a body which, in a country or territory outside the Islands, is designated by law to exercise functions corresponding to \u2014 (a) any of the functions of the Authority; or (b) any additional functions that include the conduct of civil and administrative investigations and proceedings to enforce laws, regulations and rules administered by that body; \u201cpublic practice\u201d shall have the meaning given to that expression in the Regulatory Law; Auditors Oversight Law (2020 Revision) \u201crecognised auditor\u201d means an auditor that is entered on the register; \u201cregister\u201d means the register of recognised auditors to be established and maintained under section 18; \u201cregulated market\u201d means \u2014 (a) the Cayman Islands Stock Exchange; (b) a market regulated by a member state of the European Union specified by the Authority by notice in the Gazette; or (c) any other market specified by the Authority by notice in the Gazette provided that the jurisdiction in which the market is established imposes requirements with regard to the statutory audit of market traded companies by foreign public accountants; \u201cRegulatory Law\u201d means the Accountants Law (2020 Revision); \u201cRegulations\u201d means regulations made under section 33; \u201cresponsible individual\u201d means an individual, designated by a recognised auditor and who is the holder of a valid licence issued under section 11 or 12 of the Regulatory Law, who is responsible for audit work on a recognised auditor\u2019s behalf in relation to market traded companies designated companies or Authority specified companies and who is permitted to sign audit reports for the recognised auditor; \u201cRules\u201d means the rules and guidance issued by the Authority from time to time under section 29; \u201cSociety\u201d means the Cayman Islands Institute of Professional Accountants, formerly known as the Cayman Islands Society of Professional Accountants, established under section 3 of the Regulatory Law; \u201cstatutory audit\u201d means an audit of annual accounts or consolidated accounts insofar as required by law; and \u201ctransferable securities\u201d means those classes of securities, with the exception of instruments of payment, which are negotiable on the capital markets, such as \u2014 (a) shares in companies and other securities equivalent to shares in companies, partnerships or other entities, and depositary receipts in respect of shares; (b) bonds or other forms of debt securities, including depositary receipts in respect of such securities; or (c) any other securities giving the right to acquire or sell any such transferable securities or giving rise to a cash settlement determined by reference to transferable securities, currencies, interest rates or yields, commodities or other indices or measures. Auditors Oversight Law (2020 Revision) (2) For the purposes of this Law a person to whom the Authority has delegated any of its functions under section 16 includes a director, officer, employee, agent or representative of that person.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_3\", \"num\": \"3.\", \"text\": \"Establishment and functions of Authority 3. (1) There is established an Authority to be called the Auditors Oversight Authority which shall be a body corporate and shall have perpetual succession and a common seal and may sue and be sued in its corporate name. (2) The principal functions of the Authority are \u2014 (a) to regulate and supervise auditors who audit the accounts of market traded companies or designated companies: (b) to regulate auditors who audit the accounts of Authority specified companies and have voluntarily registered as a recognised auditor pursuant to section 17A; (c) to make recognised auditors subject to the Authority\u2019s systems of oversight, quality assurance, disciplinary action and investigation; and (d) to enter into arrangements to facilitate mutual assistance to overseas auditor oversight bodies in accordance with this Law. (3) The Authority shall carry on its business under the powers conferred by and in accordance with this Law and the Companies Law (2020 Revision), insofar as the provisions of such law are not in conflict with this Law. (4) The Authority shall exercise its functions and powers in a manner which ensures that it maintains operational independence from recognised auditors.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_4\", \"num\": \"4.\", \"text\": \"Share capital 4. (1) The authorised share capital of the Authority shall be such sum, not less than one hundred thousand dollars, as may be prescribed. (2) The share capital of the Authority shall be divided into shares of a par value of one dollar each.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_5\", \"num\": \"5.\", \"text\": \"Powers of Authority 5. (1) In furtherance of the purposes specified in section 3, the Authority shall have the following powers and rights, in addition to and without prejudice to any other powers conferred by this Law or the Companies Law (2020 Revision) \u2014 (a) to pay, satisfy or compromise any claims made against the Authority; (b) to consider all questions connected with the business of the Authority and to collect and circulate statistics and other information relating to the business of the Authority; and (c) to make and amend, from time to time, Rules in accordance with section 29. Auditors Oversight Law (2020 Revision) (2) The proprietary rights in respect of the statistics and other information referred to in subsection (1)(b) shall be vested exclusively in the Authority.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_6\", \"num\": \"6.\", \"text\": \"Board 6. (1) There shall be a board of directors of the Authority which, subject to this Law, shall be responsible for the policy and general administration of the affairs and business of the Authority. (2) The Board shall comprise the following directors \u2014 (a) the Managing Director of the Authority as an ex officio director; (b) the Auditor General or that person\u2019s designate; (c) the Financial Secretary or that person\u2019s designate; and (d) not more than three other directors (including the Chairperson and the Deputy Chairperson), who shall be public accountants retired from the practice of their profession for not less than the period of time determined by the Cabinet, and having the qualifications determined by the Cabinet from time to time, one of whom shall also be a person who is not resident in the Cayman Islands during the period of that person\u2019s appointment as a member of the Board, appointed in accordance with sections 7 and 8, each of whom shall be a fit and proper person and shall have demonstrated to the satisfaction of the Cabinet substantial knowledge and experience relevant to the functions of the Authority. (3) The Chairperson and the Deputy Chairperson, respectively, shall be designated by the Cabinet after consultation with the directors appointed in accordance with sections 7 and 8.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_7\", \"num\": \"7.\", \"text\": \"Directors 7. (1) The directors referred to in section 6(2)(d) shall be appointed by the Cabinet. (2) The directors appointed under subsection (1) \u2014 (a) shall not act as delegates on the Board for any commercial, financial, agricultural, industrial or other interests with which they may be connected; (b) shall hold office for a term of three years and shall be eligible for reappointment; and (c) may be paid by the Authority out of the funds of the Authority such remuneration and allowances as may be determined by the Cabinet. (3) If a director appointed under subsection (1) dies, resigns or otherwise vacates that person\u2019s office before the expiry of the term for which that person has been appointed, the Cabinet may appoint another person for the unexpired period of the term of office of the director in whose place that person is appointed. Auditors Oversight Law (2020 Revision)\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_8\", \"num\": \"8.\", \"text\": \"Managing Director 8. (1) The Cabinet shall appoint a fit and proper person to be the Managing Director of the Authority. (2) The Managing Director shall be employed on such terms and conditions of service as the Cabinet may decide. (3) The Managing Director shall be entrusted with the day to day administration of the Authority to the extent of the authority delegated to that person by the Board. (4) The Managing Director shall render that person\u2019s services exclusively to the Authority unless the Board resolves otherwise and shall be answerable to the Board for that person\u2019s acts and decisions. (5) In the event of the Managing Director\u2019s absence, or inability to act, the Cabinet may, after consultation with the Board, appoint a person to discharge the duties of the Managing Director during the period of that person\u2019s absence or inability, except that the Cabinet may delegate such authority to the Board. (6) The Cabinet shall terminate the appointment of the Managing Director, where the Managing Director \u2014 (a) becomes of unsound mind or incapable of carrying out that person\u2019s duties; (b) becomes bankrupt, suspends payment to or compounds with that person\u2019s creditors; (c) is convicted in the Islands or in any other jurisdiction of an offence involving dishonesty, fraud or any indictable offence; (d) commits serious misconduct in relation to that person\u2019s duties; (e) is absent, without leave of the Chairperson, from three consecutive meetings of the Board; or (f) fails to comply with that person\u2019s obligations under section 12.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_9\", \"num\": \"9.\", \"text\": \"Disqualification and termination of appointment 9. (1) A person shall not be appointed as or remain a director who is an elected member of the Legislative Assembly or an official member of the Cabinet. (2) The Cabinet shall terminate the appointment of any director appointed pursuant section 6(2)(d) who \u2014 (a) resigns that person\u2019s office; (b) becomes of unsound mind or incapable of carrying out that person\u2019s duties; (c) becomes bankrupt, suspends payment to or compounds with that person\u2019s creditors; (d) is convicted in the Islands or in any other jurisdiction of an offence involving dishonesty, fraud or any indictable offence; (e) commits serious misconduct in relation to that person\u2019s duties; Auditors Oversight Law (2020 Revision) (f) is absent, without leave of the Chairperson, from three consecutive meetings of the Board; or (g) fails to comply with that person\u2019s obligations under section 12. (3) The Cabinet may, in the public interest, terminate the appointment of any director.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_10\", \"num\": \"10.\", \"text\": \"Meetings 10. (1) The Chairperson shall summon regular meetings of the Board as often as may be required, but not less frequently than once in three months, and shall summon extraordinary meetings when required to do so in accordance with Rules made under section 29. (2) At a meeting of the Board, the Chairperson or, if that person is not present, the Deputy Chairperson or, if that person is not present, a director chosen by the directors present, shall act as the chairperson of the meeting. (3) At every meeting of the Board, a quorum shall consist of four directors, and decisions shall be adopted by a simple majority of the votes of the directors present and voting except that, in the case of an equality of votes, the chairperson of the meeting shall, in addition, have a casting vote. (4) The Board may act notwithstanding that a vacancy exists among the members or in the office of Chairperson or Deputy Chairperson, and shall have power to \u2014 (a) act by committee; and (b) delegate any of its duties and powers from time to time to such committees and to any of their own number and to the officers, servants and agents of the Authority. (5) A delegation under subsection (4)(a) or (b) is revocable at will and does not prevent the exercise by the Board of any duties or powers so delegated. (6) For the purposes of this Law, a director shall be deemed to be present at a meeting of the Board if that person gains access to the meeting by conference telephone or by some other conference facility.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_11\", \"num\": \"11.\", \"text\": \"Committees 11. (1) The Board may appoint committees to assist the Board in exercising the Board\u2019s functions under this Law, and shall appoint such persons as it sees fit to be members of the committees. (2) The Managing Director may designate a member of any such committee to act as secretary to the committee performing such duties as the committee may determine. Auditors Oversight Law (2020 Revision) (3) The Board may, by instrument in writing, delegate from time to time to a committee appointed by the Board under subsection (1) such power and duties, other than a licensing or supervisory power or duty, as the Board sees fit. (4) A committee appointed under subsection (3) shall exercise and carry out the powers and duties delegated under that subsection and a decision of the committee shall be deemed to be a decision of the Board.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_12\", \"num\": \"12.\", \"text\": \"Declaration of interest 12. (1) If a director or a member of a committee appointed under section 11, has any pecuniary interest, direct or indirect, in any contract, proposed contract, licence or other matter and is present at a meeting of the Board or committee, as the case may be, at which the contract, proposed contract, licence or other matter is the subject of consideration, that person shall, at the meeting and as soon as practicable after its commencement, disclose the fact and shall not take part in the consideration or discussion of the contract, proposed contract, licence or other matter or vote on any question with respect to it, and shall be excluded from the meeting for the duration of the consideration, discussion and voting procedure. (2) A person who fails to comply with subsection (1) commits an offence and is liable \u2014 (a) on summary conviction, to a fine of twenty thousand dollars and to imprisonment for a term of two years; or (b) on conviction on indictment to a fine of fifty thousand dollars and to imprisonment for a term of five years, unless that person proves that that person did not know that the contract, proposed contract, licence or other matter in which that person had a pecuniary interest was the subject of consideration at that meeting. (3) A disclosure under subsection (1) shall be recorded in the minutes of the Board or committee, as the case may be. (4) An act or proceeding of the Board or a committee, shall not be questioned on the ground that a director of the Board or a member of a committee has contravened this section.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_13\", \"num\": \"13.\", \"text\": \"Pecuniary interest 13. (1) For the purposes of section 12, a director, or a member of a committee appointed under section 11 shall be treated, subject to subsections (4) and (5), as having indirectly a pecuniary interest in a contract, proposed contract, licence or other matter if \u2014 (a) he, or any nominee of his, is a member of a company or other body with which the contract was made or is proposed to be made or which has a direct pecuniary interest in the licence or other matter under consideration; Auditors Oversight Law (2020 Revision) (b) he is a partner, or is in the employment of a person with whom the contract was made or is proposed to be made, or who has a direct pecuniary interest in the licence or other matter under consideration; or (c) he or any partner of that person is a professional adviser to a person who has a direct or indirect pecuniary interest in a contract, proposed contract, licence or other matter. (2) Subsection (1) does not apply to membership of or employment under any public body. (3) In the case of married persons, the interest of one spouse shall be deemed for the purpose of this section to be also the interest of the other. (4) Section 12 shall not apply to an interest in a contract, proposed contract, licence or other matter which a director has as a member of the public or to an interest in any matter relating to the terms on which the right to participate in any service is offered to the public. (5) Where a director has an indirect pecuniary interest in a contract, proposed contract, licence or other matter by reason only of a beneficial interest in securities of a company or other body, and the nominal value of those securities does not exceed one thousand dollars or one-thousandth of the total nominal value of the issued share capital of the company or other body, whichever is the less, and, if the share capital is of more than one class, the total nominal value of shares of any one class in which that person has a beneficial interest does not exceed one-thousandth of the total issued share capital of that class, section 12 shall not prohibit that person from taking part in the consideration or discussion of the contract, proposed contract, licence or other matter or from voting on any question with respect to it, without prejudice, however, to that person\u2019s duty to disclose that person\u2019s interest.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_14\", \"num\": \"14.\", \"text\": \"Additional directors 14. (1) The Cabinet may, in the public interest and subject to such conditions as it may think fit, appoint persons to act as directors for any specified period, in any case in which the number of directors disabled by section 12  at any one time would be so great a proportion of the whole as to impede the transaction of business. (2) Nothing in section 12 precludes any director from taking part in the consideration or discussion of, or voting on, any question whether an application should be made to the Cabinet for the exercise of the powers conferred by subsection (1). Auditors Oversight Law (2020 Revision)\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_15\", \"num\": \"15.\", \"text\": \"Appointment of staff and fund 15. (1) The Authority may employ, at such remuneration and on such terms and conditions as may be approved from time to time by the Board, such persons, including one or more Deputy Managing Directors as the Board considers necessary for the performance of the functions of the Authority. (2) The Authority shall create and maintain or subscribe to a fund for the payment of pensions to employees of the Authority in accordance with a scheme, the terms of which shall be approved by the Cabinet. (3) The fund shall be vested in trustees to be appointed by the Authority for that purpose, and shall be maintained at a sufficient level according to accepted actuarial principles to enable pensions to be paid to all employees of the Authority in accordance with the approved scheme. (4) The Cabinet may, subject to such conditions as it may impose, approve of the appointment of any public officer in the service of Government by way of secondment to any office with the Authority, and any public officer so appointed shall, in relation to pension, gratuity or other allowance and to other rights and obligations as a public officer, be treated as continuing in the service of Government.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_16\", \"num\": \"16.\", \"text\": \"Delegation 16. (1) Subject to subsection (2), the Authority may, on such terms as may be approved from time to time by the Board, delegate any of its functions under this Law to any person as the Board considers necessary for the better exercise of the Authority\u2019s functions under this Law. (2) The Authority shall not delegate any of its functions to a person pursuant to subsection (1) unless the person has \u2014 (a) experience in \u2014 (i) regulating public accountants and in overseeing the audit of financial statements of publicly traded companies; (ii) assisting regulatory authorities in their supervision and investigation of public accountants and their professional activities; and (iii) assessing accounting and assurance standards of regulatory oversight bodies; and (b) adequate knowledge in areas relevant to statutory audit.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_17\", \"num\": \"17.\", \"text\": \"Qualification for appointment as auditor 17. (1) Notwithstanding sections 11 and 12 of the Regulatory Law, an auditor is only qualified for appointment as auditor of a market traded company or a designated company if that person is also a recognised auditor. Auditors Oversight Law (2020 Revision) (2) A person shall not, unless that person is a recognised auditor, describe themselves as engaged in the audit of market traded companies or designated companies or hold themselves out to be so qualified. (3) On ceasing to be eligible to be a recognised auditor, a person shall immediately resign any office held as auditor of a market traded company or a designated company, giving written notice to all such companies that the resignation is by reason of the application of this section. (4) A person who contravenes subsection (2) or (3) commits an offence and is liable on summary conviction to a fine of ten thousand dollars or to imprisonment for a term of one year, or to both. 17A. Voluntary registration of auditors 17A. (1) The Authority may by notice in the Gazette invite \u2014 (a) auditors that are not engaged in the auditing of the accounts of market traded companies or designated companies; or (b) auditors that are engaged in the auditing of the accounts of market traded companies or designated companies and are already registered as recognised auditors, to apply to the Authority to be voluntarily registered as a recognised auditor in respect of auditing the accounts of a specific type or category of company, partnership unit trust or other entity, whether or not incorporated or established in the Islands, which is not a market traded company or a designated company. (2) A notice issued under subsection (1) shall specify \u2014 (a) the specific type or category of company, partnership, unit trust or other entity to which the notice applies; (b) the basis upon which the Authority considers it appropriate to invite applications for voluntary registration under subsection (1); and (c) any specific requirements established by the Authority in relation to that invitation. (3) An auditor that is voluntarily registered as a recognised auditor following an invitation made pursuant to subsection (1) shall be subject to all of the obligations imposed upon a recognised auditor under this Law. (4) Nothing contained in this Law shall require an auditor that audits the accounts of an Authority specified company to register under this section and this Law shall not prevent that auditor from continuing to audit the accounts of an Authority specified company. Auditors Oversight Law (2020 Revision)\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_18\", \"num\": \"18.\", \"text\": \"Register of recognised auditors 18. (1) The Authority shall establish and maintain a register of recognised auditors and responsible individuals in which there shall be entered all persons who \u2014 (a) under section 19 are auditors eligible to be entered on the register; (b) are responsible individuals; (c) have applied to and been approved by the Authority to be entered on the register using the form provided by the Authority for this purpose; and (d) have paid the application fee or annual fee prescribed in section 20(2) or 22(2). (2) In order to withdraw from the register in respect of the auditing of market traded companies, designated companies or Authority specified companies, a recognised auditor shall give notice in writing to the Authority of that person\u2019s deregistration, providing a full explanation for the deregistration and the prescribed fee. (3) A recognised auditor shall always give the notice referred to in subsection (2) in the circumstances described in section 23(1)(a).\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_19\", \"num\": \"19.\", \"text\": \"Eligibility for entry on register 19. An auditor is eligible to be entered on the register if \u2014 (a) all responsible individuals of the auditor are licensed under section 11 or 12 of the Regulatory Law; (b) the auditor and all responsible individuals of the auditor are bound by and required to comply with the Rules when auditing the accounts of market traded companies designated companies or Authority specified companies or have undertaken to do so; and (c) all responsible individuals of the auditor have been designated by the auditor as competent to audit the accounts of a market traded company, a designated company or an Authority specified company.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_20\", \"num\": \"20.\", \"text\": \"Application for entry on register 20. (1) An application for entry on the register shall be made by an auditor using the application form provided for this purpose by the Authority, and shall be accompanied by such information and documents in support of the application as the Authority may require. (2) An auditor shall only be entered on the register if prior to the first year of registration the non-refundable prescribed application fee has been paid. (3) An application for registration may be accepted or refused at the discretion of the Authority. (4) An application for registration may be accepted subject to conditions. Auditors Oversight Law (2020 Revision) (5) If an application for registration has been accepted, the Authority may at any time in the circumstances set out in section 21(1) \u2014 (a) cancel or suspend the registration; (b) make the registration subject to conditions or further conditions; or (c) vary or withdraw any condition of the registration. (6) A person aggrieved by \u2014 (a) the refusal of the Authority of that person\u2019s application for registration; (b) the cancellation or suspension of that person\u2019s registration by the Authority; (c) the imposition or variation by the Authority of conditions in respect of that person\u2019s registration; or (d) the variation of a condition in respect of that person\u2019s registration, may, within three months of the date of the decision, appeal against the decision to the Grand Court. (7) No further appeal shall lie from the decision of the Grand Court on an appeal made under subsection (6). (8) If an auditor is responsible for the audit of a market traded company or a designated company at the date of commencement of this Law, in this section referred to as the \u201ccommencement date\u201d, the auditor may continue to carry on that activity subject to the auditor making an application for entry on the register within three months of the commencement date or other period that the Cabinet may by regulation prescribe and until \u2014 (a) the end of the period within which an appeal can be brought under subsection (6) against the decision on the application; or (b) where an appeal is brought, the determination or withdrawal of the appeal.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_21\", \"num\": \"21.\", \"text\": \"Circumstances in which action may be taken under section 20(5) 21. (1) The circumstances in which an action under section 20(5) may be taken by the Authority are \u2014 (a) if the recognised auditor ceases to have a responsible individual; (b) if the Authority is satisfied that the recognised auditor or a responsible individual is not or is no longer competent or fit and proper to act as recognised auditor or responsible individual; (c) if the Authority is otherwise satisfied that the recognised auditor or any responsible individual is not or is no longer eligible to be entered on the register; Auditors Oversight Law (2020 Revision) (d) if the Authority is informed by a person to whom the Authority has delegated any of its functions under section 16 that the recognised auditor or a responsible individual has breached any of the Rules substantially; (e) if the Authority is satisfied that a condition in relation to the registration has been breached; or (f) if the Authority is satisfied that the recognised auditor has not paid the costs of oversight. (2) If an entry on the register has been suspended, cancelled or made subject to conditions or further conditions, the Authority may draw this matter to the attention of the public after the final determination of all appeals.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_22\", \"num\": \"22.\", \"text\": \"Annual confirmation of entry on register 22. (1) Notwithstanding section 20 and the date of first entry on the register, upon payment of the annual fee as prescribed in subsection (2), the recognised auditor shall confirm in writing to the Authority that the full details held within the register remain accurate, and if this is not the case, the recognised auditor shall provide accurate information immediately in writing to the Authority. (2) In order to remain entered on the register, a recognised auditor shall pay the prescribed non-refundable annual fee by 31st January in the year for which registration is to continue.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_23\", \"num\": \"23.\", \"text\": \"Notifications 23. (1) A recognised auditor shall notify the Authority immediately in writing of any the following \u2014 (a) the recognised auditor becoming ineligible to be entered on the register; (b) the termination of the appointment of a responsible individual or a responsible individual becoming ineligible to hold that role in respect of the recognised auditor; (c) the taking of any disciplinary action under the Regulatory Law against a responsible individual that resulted in an adverse finding; (d) any reasonable grounds that person has for suspecting that that person or a responsible individual has contravened the laws of the Islands; or (e) a request for the addition of a responsible individual to the register entry. (2) The written details required by subsection (1) shall be accompanied by such information and documents as the Authority may reasonably require. (3) Notwithstanding subsection (1), the Authority may by notice in writing require a recognised auditor to notify the Authority of any other information as it may reasonably require for the exercise of the functions conferred on it by section 3 within such reasonable time, in respect of such periods, given in such form and verified in such manner as it may specify in that written notice. Auditors Oversight Law (2020 Revision)\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_24\", \"num\": \"24.\", \"text\": \"Content of register 24. The register shall contain the prescribed information.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_25\", \"num\": \"25.\", \"text\": \"Public inspection of register 25. The register shall be available for public inspection in visible and legible form \u2014 (a) on the Authority\u2019s website; and (b) at the offices of the Authority whenever those offices are open for business.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_26\", \"num\": \"26.\", \"text\": \"Confidentiality 26. (1) Subject to subsection (2), all documents and other information prepared for, received by or prepared by the Authority in the exercise of its functions under this Law and all deliberations of the Authority, a director, an officer, an employee, an agent or a representative of the Authority, or a person to whom any of the functions of the Authority have been delegated under section 16, are confidential and shall not be disclosed. (2) Subsection (1) shall not apply to a disclosure \u2014 (a) lawfully required or permitted by any court of competent jurisdiction within the Islands; (b) for the purpose of assisting the Authority to exercise any functions conferred on the Authority by this Law, by any other law or by the Regulations; (c) where the recognised auditor who provided the information or documents referred to in subsection (1) or the relevant underlying clients have given their consent; (d) for the purpose of enabling or assisting the Cabinet to exercise any functions conferred on it under this Law or the Regulations or in connection with the dealings between the Cabinet and the Authority when the Authority exercises its functions under this or any other law; (e) if the information disclosed is or has been available to the public from any other source; (f) where the information disclosed is in a summary or in statistics expressed in a manner that does not enable the identity of any person to which the information relates to be ascertained; (g) lawfully made \u2014 (i) to the Attorney General, the Director of Public Prosecutions or a law enforcement agency in the Islands, with a view to the institution of or for the purpose of criminal proceedings; or Auditors Oversight Law (2020 Revision) (ii) to a person pursuant to the anti-money laundering regulations made under the Proceeds of Crime Law (2020 Revision); (h) for the purposes of any legal proceedings in connection with the cancellation or suspension of registration of a recognised auditor, the winding-up or dissolution of a recognised auditor, or the appointment or duties of a receiver of a recognised auditor; (i) for the purpose of enabling the Authority to satisfy a request for assistance from an overseas auditor oversight body; or (j) made pursuant to a memorandum of understanding entered into by the Authority pursuant to section 32A. (3) The Authority, a director, an officer, an employee, an agent or a representative of the Authority, or any person to whom any of the functions of the Authority have been delegated under section 16, shall not be required in any proceeding, except a proceeding under this Law, to give testimony or produce any document with respect to documents or information that the person is prohibited from disclosing under this section. (4) Subject to subsections (1) and (3), the Authority may agree such provisions relating to confidentiality with any person to whom it has delegated its functions under section 16 as the Board considers necessary. (5) Notwithstanding any law in force in the Islands to the contrary, the Authority may, subject to subsection (6), require the provision of information or the production of documents referred to in subsection (1) by a recognised auditor that are the subject of legal professional privilege if access to the information or documents is absolutely necessary for the purpose of review of the audit. (6) The disclosure of information or documents pursuant to subsection (5) does not negate, or constitute a waiver of, any legal professional privilege and the legal professional privilege continues for all other purposes. (7) Where a recognised auditor fails to comply with a requirement of the Authority pursuant to subsection (5) within three days of the requirement or such longer period as the Authority may permit, the Authority may apply to the court for an order requiring that recognised auditor to comply with the requirement. (8) Where the provision of information or the production of documents is required by the Authority pursuant to subsection (5), a recognised auditor shall satisfy such obligation by permitting the Authority or any person to whom it has delegated functions under section 16 to inspect such information or documents at the recognised auditor\u2019s premises in the Islands or such other location in the Islands as the recognised auditor shall determine; and unless the underlying client shall have given its consent, neither the Authority nor such person shall be permitted to take a copy of or make any note or record in any form of such information or documents. Auditors Oversight Law (2020 Revision) (9) The Freedom of Information Law (2020 Revision) shall not apply to any document, information or deliberation referred to in subsection (1).\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_27\", \"num\": \"27.\", \"text\": \"Immunity 27. The Authority, a director, an officer, an employee, an agent or a representative of the Authority, or a person to whom any of the functions of the Authority have been delegated under section 16, shall not be liable in damages for anything done or omitted in the discharge or the purported discharge of the functions of the Authority under this Law unless it is shown that the act or omission was in bad faith.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_28\", \"num\": \"28.\", \"text\": \"Accounts 28. (1) The Authority shall cause to be kept proper accounts and records of the transactions and affairs of the Authority and shall do all things necessary to ensure that all moneys received are properly brought to account and that all payments out of its moneys are correctly made and properly authorised. (2) The financial year of the Authority shall be as set out in paragraph (a) of the definition of \u201cfinancial year\u201d in section 2 of the Public Management and Finance Law (2020 Revision). (3) the Authority is a statutory authority as defined in section 2 of the Public Management and Finance Law (2020 Revision) and accordingly that Law applies, among other things, to \u2014 (a) the Authority\u2019s expenditure budget for each financial year; and (b) the preparation, maintenance, auditing and publication of the Authority\u2019s accounts.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_29\", \"num\": \"29.\", \"text\": \"Rules 29. The Authority shall make and publish rules for the purpose of ensuring that a recognised auditor, when auditing a market traded company a designated company or an Authority specified company, is subject in the Islands to a system of oversight, quality assurance, disciplinary action and investigation.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_30\", \"num\": \"30.\", \"text\": \"Monitoring of compliance 30. (1) The Authority shall monitor compliance by recognised auditors with the Rules. (2) For the purposes of subsection (1) the monitoring of recognised auditors includes \u2014 (a) monitoring of actions of recognised auditors in auditing the accounts of market traded companies, designated companies or Authority specified companies; (b) conducting inspections of recognised auditors; and (c) taking disciplinary action where necessary against recognised auditors or responsible individuals. Auditors Oversight Law (2020 Revision) (3) A person to whom any of the functions of the Authority are delegated under section 16 shall report to the Authority annually in writing on or before 31st January in each year specifying, among other things \u2014 (a) the work the person has undertaken in relation to public oversight of recognised auditors; and (b) the outcome of any inspections, during the preceding year up to 31st December of that preceding year.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_31\", \"num\": \"31.\", \"text\": \"Obligations of recognised auditors 31. (1) A recognised auditor shall be subject to the public oversight of the Authority, and shall comply with the Authority\u2019s requirements, including the payment of fees and disciplinary procedures. (2) A recognised auditor when auditing the accounts of a market traded company, a designated company or an Authority specified company \u2014 (a) is bound by and shall comply with the Rules; (b) shall, in so far as practicable, maintain the working papers relating to the audit of the company in English; and (c) shall, subject to this Law, make those working papers in that person\u2019s possession or control available to the Authority or to any person to whom the Authority has delegated any of its functions and shall use that person\u2019s reasonable endeavours to obtain and make available to the Authority or any such person those working papers which are not in that person\u2019s possession or control. (3) A recognised auditor shall pay the costs of oversight as prescribed.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_32\", \"num\": \"32.\", \"text\": \"Notification by person to whom functions of Authority are delegated 32. (1) A person to whom any of the functions of the Authority are delegated under section 16 shall notify the Authority immediately in writing of \u2014 (a) any loss of a recognised auditor\u2019s or responsible individual\u2019s eligibility (to the extent that that person has knowledge thereof) to be entered on the register; (b) the reasons (to the best of that person\u2019s knowledge) for the loss; and (c) any reasonable grounds that person has for suspecting that a recognised auditor or responsible individual has contravened the law of the Islands. (2) The Authority may by notice in writing require a person referred to in subsection (1) to notify it of any other information as it may reasonably require for the exercise of the functions conferred by this Law, within such reasonable time, in respect of such periods, given in such form and verified in such manner as it may specify in that written notice. Auditors Oversight Law (2020 Revision) 32A. Memorandum of understanding 32A. (1) The Authority may, in the exercise of its functions, after consultation with the Minister charged with responsibility for Financial Services, enter into a memorandum of understanding with \u2014 (a) an overseas auditor oversight body for the purpose of assisting the overseas auditor oversight body in the exercise of its regulatory or supervisory functions as they relate to a recognised auditor or a responsible individual or for other regulatory or supervisory purposes the Authority considers fit; and (b) a body, whether regulatory or professional and whether established overseas or in the Islands, for the purpose of enabling the Authority to communicate and share information with the body for the purpose of enabling or assisting the Authority to carry out its functions under this Law. (2) A memorandum of understanding may not call for assistance beyond that which is provided for by this Law or relieve the Authority of any of its functions or duties under this Law. (3) The Authority shall notify the Minister charged with responsibility for Financial Services of each memorandum of understanding entered into and promptly publish the memorandum of understanding on its website. 32B. Disclosure to the Authority 32B. (1) Where an auditor or any of the auditor\u2019s partners, officers, directors, principals or employees, or a responsible individual provides information to the Authority, or to any person to whom the Authority has delegated its functions under section 16, for the purpose of enabling or assisting the Authority to carry out its functions under this Law, the provision of the information shall not be treated as a breach of any restriction upon the disclosure of information by or under any Law and the provision of information under the above-mentioned circumstances shall not give rise to any criminal or civil liability. (2) This section shall apply whether or not the information was provided to the Authority or its delegate pursuant to a request or instruction by the Authority or its delegate that the information be provided. 32C. Assisting an overseas auditor oversight body 32C. (1) In deciding whether or not to assist an overseas auditor oversight body, whether by use of the Authority\u2019s powers under section 32A or otherwise, the Authority shall take into account \u2014 (a) whether corresponding assistance would be given in the relevant country or territory to the Authority; Auditors Oversight Law (2020 Revision) (b) whether the assistance is required to enable the overseas auditors oversight body to carry out its functions; and (c) whether it is in the public interest to give the assistance sought. (2) The Authority may \u2014 (a) require an overseas auditor oversight body which requests assistance to give a written undertaking, in such form as the Authority may require, to provide corresponding assistance to the Authority and where an overseas auditor oversight body fails to comply with such requirements may refuse to provide the assistance sought; and (b) decline to assist an overseas auditor oversight body unless the overseas auditor body oversight undertakes to make such contribution towards the costs of the assistance as the Authority considers appropriate. (3) The Authority shall not give to an overseas auditor oversight body any assistance involving the disclosure or gathering of, or the giving of access to, information or documents unless \u2014 (a) the Authority has satisfied itself that the intended recipient overseas auditor oversight body is subject to adequate legal restrictions on further disclosures; or (b) the Authority has been given an undertaking by the recipient overseas auditor oversight body not to disclose the information provided without the consent of the Authority; and (c) the Authority is satisfied that the assistance requested by the overseas auditor oversight body is required for the purposes of the overseas auditor oversight body\u2019s regulatory functions including the conduct of civil and administrative investigations or proceedings to enforce laws corresponding to the regulatory laws and administered by that body; and the Authority is satisfied that information provided following the exercise of its powers, will not be used in criminal proceedings against the person providing the information, other than proceedings for an offence of perjury.\", \"element\": \"section\", \"heading\": null}, {\"eId\": \"sec_33\", \"num\": \"33.\", \"text\": \"Regulations 33. (1) The Cabinet may by regulations make provision for the purpose of carrying this Law into effect and, in particular, but without prejudice to the generality of the foregoing, for or with respect to any matter that may be prescribed under this Law. (2) Regulations made under subsection (1) may \u2014 (a) make different provision in relation to different cases or circumstances; (b) apply in respect of particular persons or particular cases or particular classes of persons or particular classes of cases, and define a class by reference to any circumstances whatsoever; Auditors Oversight Law (2020 Revision) (c) create an offence punishable by a fine not exceeding five thousand dollars; or (d) prescribe the manner in which an administrative penalty regime with a maximum penalty of five thousand dollars may be implemented. Published in consolidated and revised form authorised by the Cabinet this 7th day of January, 2020. Kim Bullings Clerk of the Cabinet Auditors Oversight Law (2020 Revision) ENDNOTES ENDNOTES Table of Legislation History: SL # Law # Legislation Commencement Gazette 21\/2019 Auditors Oversight (Amendment) Law, 2019 8-Aug-2019 LG28\/2019\/s12 Auditors Oversight Law (2017 Revision) 31-May-2017 GE45\/2017\/s1 28\/2016 Auditors Oversight (Amendment) Law, 2016 5-Dec-2016 G25\/2016\/s10 Auditors Oversight Law, 2011 (Commencement) Order, 2012 30-Apr-2012 GE37\/2012\/s1 23\/2011 Auditors Oversight Law, 2011 1-May-2012 G24\/2011\/s2 ENDNOTES Auditors Oversight Law (2020 Revision) (Price: $5.60)\", \"element\": \"section\", \"heading\": null}], \"meta\": {\"notes\": null, \"workflow\": null, \"lifecycle\": {\"source\": \"#cilegis\", \"eventRef\": [{\"eId\": \"e_commence_2020_01_09\", \"date\": \"2020-01-09\", \"type\": \"generation\", \"source\": \"#cilegis\"}]}, \"references\": {\"source\": \"#canary\", \"TLCRole\": [], \"TLCEvent\": [{\"eId\": \"ev_commencement\", \"href\": 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\"2011-0023\"}], \"FRBRauthor\": [{\"as\": \"#editor\", \"href\": \"\/akn\/ontology\/canary\/organization\/editor\/cilegis\"}], \"FRBRnumber\": \"23 of 2011\", \"FRBRcountry\": \"ky\", \"FRBRsubtype\": \"principal\"}, \"FRBRExpression\": {\"FRBRuri\": \"\/akn\/ky\/act\/2011\/23\/eng@2020-01-09\", \"FRBRdate\": [{\"date\": \"2020-01-09\", \"name\": \"generation\"}], \"FRBRthis\": \"\/akn\/ky\/act\/2011\/23\/eng@2020-01-09\/!main\", \"FRBRauthor\": [{\"as\": \"#editor\", \"href\": \"\/akn\/ontology\/canary\/organization\/editor\/cilegis\"}], \"FRBRlanguage\": \"eng\"}, \"FRBRManifestation\": {\"FRBRuri\": \"\/akn\/ky\/act\/2011\/23\/eng@2020-01-09.xml\", \"FRBRdate\": [{\"date\": \"2026-06-22\", \"name\": \"generation\"}], \"FRBRthis\": \"\/akn\/ky\/act\/2011\/23\/eng@2020-01-09.xml\", \"FRBRauthor\": [{\"as\": \"#editor\", \"href\": \"\/akn\/ontology\/canary\/organization\/editor\/cilegis\"}], \"FRBRformat\": \"application\/xml\"}}}, \"name\": \"act\", \"header\": {\"title\": \"Auditors Oversight Act\", \"actNumber\": \"23 of 2011\", \"longTitle\": null}}, \"doc\": null, \"bill\": null, \"judgment\": null}}","akn_full_text":"CAYMAN ISLANDS\n\nAUDITORS OVERSIGHT LAW\n(2020 Revision)\n\nSupplement No. 4 published with Legislation Gazette No.  4 of 9th January 2020.\n\nPage 2\nRevised as at 31st December, 2019\nc\n\nPUBLISHING DETAILS\nLaw 23 of 2011 consolidated with Laws 28 of 2016 and 21 of 2019.\n\nRevised under the authority of the Law Revision Law (1999 Revision).\n.\nOriginally enacted \u2014\nLaw 23 of 2011-30th September, 2011\nLaw 28 of 2016-24th October, 2016\nLaw 21 of 2019-26th July, 2019.\n\nConsolidated and revised this 31st day of December, 2019.\n\nNote (not forming part of the Law): This revision replaces the 2017 Revision which\nshould now be discarded.\n\nAuditors Oversight Law (2020 Revision)\nArrangement of Sections\n\nc\nRevised as at 31st December, 2019\nPage 3\n\nCAYMAN ISLANDS\n\nAUDITORS OVERSIGHT LAW\n(2020 Revision)\nArrangement of Sections\nSection\nPage\n1.\nShort title ...................................................................................................................................5\n2.\nInterpretation .............................................................................................................................5\n3.\nEstablishment and functions of Authority ...................................................................................8\n4.\nShare capital..............................................................................................................................8\n5.\nPowers of Authority ....................................................................................................................8\n6.\nBoard .........................................................................................................................................9\n7.\nDirectors ....................................................................................................................................9\n8.\nManaging Director ................................................................................................................... 10\n9.\nDisqualification and termination of appointment ....................................................................... 10\n10.\nMeetings .................................................................................................................................. 11\n11.\nCommittees ............................................................................................................................. 11\n12.\nDeclaration of interest .............................................................................................................. 12\n13.\nPecuniary interest .................................................................................................................... 12\n14.\nAdditional directors .................................................................................................................. 13\n15.\nAppointment of staff and fund .................................................................................................. 14\n16.\nDelegation ............................................................................................................................... 14\n17.\nQualification for appointment as auditor ................................................................................... 14\n17A. Voluntary registration of auditors ............................................................................................. 15\n18.\nRegister of recognised auditors ............................................................................................... 16\n19.\nEligibility for entry on register ................................................................................................... 16\n20.\nApplication for entry on register ............................................................................................... 16\n21.\nCircumstances in which action may be taken under section 20(5)............................................ 17\n22.\nAnnual confirmation of entry on register ................................................................................... 18\n23.\nNotifications ............................................................................................................................. 18\n24.\nContent of register ................................................................................................................... 19\n25.\nPublic inspection of register ..................................................................................................... 19\n\nArrangement of Sections\nAuditors Oversight Law\n\nPage 4\nRevised as at 31st December, 2019\nc\n\n26.\nConfidentiality .......................................................................................................................... 19\n27.\nImmunity .................................................................................................................................. 21\n28.\nAccounts.................................................................................................................................. 21\n29.\nRules ....................................................................................................................................... 21\n30.\nMonitoring of compliance ......................................................................................................... 21\n31.\nObligations of recognised auditors ........................................................................................... 22\n32.\nNotification by person to whom functions of Authority are delegated ........................................ 22\n32A. Memorandum of understanding ............................................................................................... 23\n32B. Disclosure to the Authority ....................................................................................................... 23\n32C. Assisting an overseas auditor oversight body .......................................................................... 23\n33.\nRegulations ............................................................................................................................. 24\nENDNOTES\n27\nTable of Legislation History: .............................................................................................................. 27\n\nAuditors Oversight Law (2020 Revision)\nSection 1\n\nc\nRevised as at 31st December, 2019\nPage 5\n\nCAYMAN ISLANDS\n\nAUDITORS OVERSIGHT LAW\n(2020 Revision)\n\n1.\nShort title\n1.\nThis Law may be cited as the Auditors Oversight Law (2020 Revision).\n2.\nInterpretation\n2.\n(1) In this Law \u2014\n\u201cadmitted to trading on a regulated market\u201d means that all steps required by\nthe relevant regulated market have been taken to allow the transferable securities\nin question to be traded on that regulated market;\n\u201cauditor\u201d means \u2014\n(a)\na sole practitioner engaged in public practice from or within the Islands\nwho is the holder of a valid licence issued under section 11 or 12 of the\nRegulatory Law;\n(b) a partnership engaged in public practice from or within the Islands where\neach partner or person holding an equivalent position in such partnership\nwho is engaged in public practice from or within the Islands is the holder\nof a valid licence issued under section 11 or 12 of the Regulatory Law; or\n(c)\na body corporate engaged in public practice from or within the Islands\nwhere each director or person holding an equivalent position in such body\ncorporate who is engaged in public practice from or within the Islands is\nthe holder of a valid licence issued under section 11 or 12 of the Regulatory\nLaw;\n\nSection 2\nAuditors Oversight Law (2020 Revision)\n\nPage 6\nRevised as at 31st December, 2019\nc\n\n\u201cAuthority\u201d means the Auditors Oversight Authority established under\nsection 3;\n\u201cAuthority specified company\u201d means a company, partnership, unit trust or\nother entity, whether or not incorporated or established in the Islands, which is\nnot a market traded company or designated company and which falls within the\nspecific type or category of company, partnership, unit trust or other entity\nspecified by the Authority in a notice issued under section 17A;\n\u201cBoard\u201d means the board of directors established under section 6;\n\u201cChairperson\u201d means the Chairperson of the Board designated as such under\nsection 6;\n\u201ccost of oversight\u201d means any fees payable by the recognised auditor to the\nAuthority in relation to the Authority\u2019s oversight, monitoring or registration of\nrecognised auditors, including but not limited to, the annual fees payable under\nsection 22;\n\u201cDeputy Chairperson\u201d means the Deputy Chairperson of the Board designated\nas such under section 6;\n\u201cdesignated company\u201d means a company, partnership, unit trust or other entity,\nwhether or not incorporated or established in the Islands, which is not a market\ntraded company or an Authority specified company but which falls within a\nspecific type or category of company, partnership, unit trust or other entity\nspecified by Regulations;\n\u201cdirector\u201d means a director referred to in section 6;\n\u201cexempted entity\u201d means any type of company, partnership, unit trust or other\nentity specified as such by Regulations;\n\u201cfunctions\u201d includes powers and duties;\n\u201cmarket traded company\u201d means a company, partnership, unit trust or other\nentity, whether or not incorporated or established in the Islands, some or all of\nthe transferable securities of which are admitted to trading on a regulated market\nexcept where that company, partnership, unit trust or other entity is an exempted\nentity;\n\u201coverseas auditor oversight body\u201d means a body which, in a country or\nterritory outside the Islands, is designated by law to exercise functions\ncorresponding to \u2014\n(a)\nany of the functions of the Authority; or\n(b) any additional functions that include the conduct of civil and\nadministrative investigations and proceedings to enforce laws, regulations\nand rules administered by that body;\n\u201cpublic practice\u201d shall have the meaning given to that expression in the\nRegulatory Law;\n\nAuditors Oversight Law (2020 Revision)\nSection 2\n\nc\nRevised as at 31st December, 2019\nPage 7\n\n\u201crecognised auditor\u201d means an auditor that is entered on the register;\n\u201cregister\u201d means the register of recognised auditors to be established and\nmaintained under section 18;\n\u201cregulated market\u201d means \u2014\n(a)\nthe Cayman Islands Stock Exchange;\n(b) a market regulated by a member state of the European Union specified by\nthe Authority by notice in the Gazette; or\n(c)\nany other market specified by the Authority by notice in the Gazette\nprovided that the jurisdiction in which the market is established imposes\nrequirements with regard to the statutory audit of market traded companies\nby foreign public accountants;\n\u201cRegulatory Law\u201d means the Accountants Law (2020 Revision);\n\u201cRegulations\u201d means regulations made under section 33;\n\u201cresponsible individual\u201d means an individual, designated by a recognised\nauditor and who is the holder of a valid licence issued under section 11 or 12 of\nthe Regulatory Law, who is responsible for audit work on a recognised auditor\u2019s\nbehalf in relation to market traded companies designated companies or\nAuthority specified companies and who is permitted to sign audit reports for the\nrecognised auditor;\n\u201cRules\u201d means the rules and guidance issued by the Authority from time to time\nunder section 29;\n\u201cSociety\u201d means the Cayman Islands Institute of Professional Accountants,\nformerly known as the Cayman Islands Society of Professional Accountants,\nestablished under section 3 of the Regulatory Law;\n\u201cstatutory audit\u201d means an audit of annual accounts or consolidated accounts\ninsofar as required by law; and\n\u201ctransferable securities\u201d means those classes of securities, with the exception\nof instruments of payment, which are negotiable on the capital markets, such\nas \u2014\n(a)\nshares in companies and other securities equivalent to shares in companies,\npartnerships or other entities, and depositary receipts in respect of shares;\n(b) bonds or other forms of debt securities, including depositary receipts in\nrespect of such securities; or\n(c)\nany other securities giving the right to acquire or sell any such transferable\nsecurities or giving rise to a cash settlement determined by reference to\ntransferable securities, currencies, interest rates or yields, commodities or\nother indices or measures.\n\nSection 3\nAuditors Oversight Law (2020 Revision)\n\nPage 8\nRevised as at 31st December, 2019\nc\n\n(2) For the purposes of this Law a person to whom the Authority has delegated any\nof its functions under section 16 includes a director, officer, employee, agent or\nrepresentative of that person.\n3.\nEstablishment and functions of Authority\n3.\n(1) There is established an Authority to be called the Auditors Oversight Authority\nwhich shall be a body corporate and shall have perpetual succession and a\ncommon seal and may sue and be sued in its corporate name.\n(2) The principal functions of the Authority are \u2014\n(a)\nto regulate and supervise auditors who audit the accounts of market traded\ncompanies or designated companies:\n(b) to regulate auditors who audit the accounts of Authority specified\ncompanies and have voluntarily registered as a recognised auditor pursuant\nto section 17A;\n(c)\nto make recognised auditors subject to the Authority\u2019s systems of\noversight, quality assurance, disciplinary action and investigation; and\n(d) to enter into arrangements to facilitate mutual assistance to overseas\nauditor oversight bodies in accordance with this Law.\n(3) The Authority shall carry on its business under the powers conferred by and in\naccordance with this Law and the Companies Law (2020 Revision), insofar as\nthe provisions of such law are not in conflict with this Law.\n(4) The Authority shall exercise its functions and powers in a manner which ensures\nthat it maintains operational independence from recognised auditors.\n4.\nShare capital\n4.\n(1) The authorised share capital of the Authority shall be such sum, not less than\none hundred thousand dollars, as may be prescribed.\n(2) The share capital of the Authority shall be divided into shares of a par value of\none dollar each.\n5.\nPowers of Authority\n5.\n(1) In furtherance of the purposes specified in section 3, the Authority shall have\nthe following powers and rights, in addition to and without prejudice to any\nother powers conferred by this Law or the Companies Law (2020 Revision) \u2014\n(a)\nto pay, satisfy or compromise any claims made against the Authority;\n(b) to consider all questions connected with the business of the Authority and\nto collect and circulate statistics and other information relating to the\nbusiness of the Authority; and\n(c)\nto make and amend, from time to time, Rules in accordance with section\n29.\n\nAuditors Oversight Law (2020 Revision)\nSection 6\n\nc\nRevised as at 31st December, 2019\nPage 9\n\n(2) The proprietary rights in respect of the statistics and other information referred\nto in subsection (1)(b) shall be vested exclusively in the Authority.\n6.\nBoard\n6.\n(1) There shall be a board of directors of the Authority which, subject to this Law,\nshall be responsible for the policy and general administration of the affairs and\nbusiness of the Authority.\n(2) The Board shall comprise the following directors \u2014\n(a)\nthe Managing Director of the Authority as an ex officio director;\n(b) the Auditor General or that person\u2019s designate;\n(c)\nthe Financial Secretary or that person\u2019s designate; and\n(d) not more than three other directors (including the Chairperson and the\nDeputy Chairperson), who shall be public accountants retired from the\npractice of their profession for not less than the period of time determined\nby the Cabinet, and having the qualifications determined by the Cabinet\nfrom time to time, one of whom shall also be a person who is not resident\nin the Cayman Islands during the period of that person\u2019s appointment as a\nmember of the Board,\nappointed in accordance with sections 7 and 8, each of whom shall be a fit and\nproper person and shall have demonstrated to the satisfaction of the Cabinet\nsubstantial knowledge and experience relevant to the functions of the Authority.\n(3) The Chairperson and the Deputy Chairperson, respectively, shall be designated\nby the Cabinet after consultation with the directors appointed in accordance with\nsections 7 and 8.\n7.\nDirectors\n7.\n(1) The directors referred to in section 6(2)(d) shall be appointed by the Cabinet.\n(2) The directors appointed under subsection (1) \u2014\n(a)\nshall not act as delegates on the Board for any commercial, financial,\nagricultural, industrial or other interests with which they may be\nconnected;\n(b) shall hold office for a term of three years and shall be eligible for reappointment; and\n(c)\nmay be paid by the Authority out of the funds of the Authority such\nremuneration and allowances as may be determined by the Cabinet.\n(3) If a director appointed under subsection (1) dies, resigns or otherwise vacates\nthat person\u2019s office before the expiry of the term for which that person has been\nappointed, the Cabinet may appoint another person for the unexpired period of\nthe term of office of the director in whose place that person is appointed.\n\nSection 8\nAuditors Oversight Law (2020 Revision)\n\nPage 10\nRevised as at 31st December, 2019\nc\n\n8.\nManaging Director\n8.\n(1) The Cabinet shall appoint a fit and proper person to be the Managing Director\nof the Authority.\n(2) The Managing Director shall be employed on such terms and conditions of\nservice as the Cabinet may decide.\n(3) The Managing Director shall be entrusted with the day to day administration of\nthe Authority to the extent of the authority delegated to that person by the Board.\n(4) The Managing Director shall render that person\u2019s services exclusively to the\nAuthority unless the Board resolves otherwise and shall be answerable to the\nBoard for that person\u2019s acts and decisions.\n(5) In the event of the Managing Director\u2019s absence, or inability to act, the Cabinet\nmay, after consultation with the Board, appoint a person to discharge the duties\nof the Managing Director during the period of that person\u2019s absence or inability,\nexcept that the Cabinet may delegate such authority to the Board.\n(6) The Cabinet shall terminate the appointment of the Managing Director, where\nthe Managing Director \u2014\n(a)\nbecomes of unsound mind or incapable of carrying out that person\u2019s duties;\n(b) becomes bankrupt, suspends payment to or compounds with that person\u2019s\ncreditors;\n(c)\nis convicted in the Islands or in any other jurisdiction of an offence\ninvolving dishonesty, fraud or any indictable offence;\n(d) commits serious misconduct in relation to that person\u2019s duties;\n(e)\nis absent, without leave of the Chairperson, from three consecutive\nmeetings of the Board; or\n(f)\nfails to comply with that person\u2019s obligations under section 12.\n9.\nDisqualification and termination of appointment\n9.\n(1) A person shall not be appointed as or remain a director who is an elected\nmember of the Legislative Assembly or an official member of the Cabinet.\n(2) The Cabinet shall terminate the appointment of any director appointed pursuant\nsection 6(2)(d) who \u2014\n(a)\nresigns that person\u2019s office;\n(b) becomes of unsound mind or incapable of carrying out that person\u2019s duties;\n(c)\nbecomes bankrupt, suspends payment to or compounds with that person\u2019s\ncreditors;\n(d) is convicted in the Islands or in any other jurisdiction of an offence\ninvolving dishonesty, fraud or any indictable offence;\n(e)\ncommits serious misconduct in relation to that person\u2019s duties;\n\nAuditors Oversight Law (2020 Revision)\nSection 10\n\nc\nRevised as at 31st December, 2019\nPage 11\n\n(f)\nis absent, without leave of the Chairperson, from three consecutive\nmeetings of the Board; or\n(g) fails to comply with that person\u2019s obligations under section 12.\n(3) The Cabinet may, in the public interest, terminate the appointment of any\ndirector.\n10.\nMeetings\n10. (1) The Chairperson shall summon regular meetings of the Board as often as may\nbe required, but not less frequently than once in three months, and shall summon\nextraordinary meetings when required to do so in accordance with Rules made\nunder section 29.\n(2) At a meeting of the Board, the Chairperson or, if that person is not present, the\nDeputy Chairperson or, if that person is not present, a director chosen by the\ndirectors present, shall act as the chairperson of the meeting.\n(3) At every meeting of the Board, a quorum shall consist of four directors, and\ndecisions shall be adopted by a simple majority of the votes of the directors\npresent and voting except that, in the case of an equality of votes, the chairperson\nof the meeting shall, in addition, have a casting vote.\n(4) The Board may act notwithstanding that a vacancy exists among the members\nor in the office of Chairperson or Deputy Chairperson, and shall have power\nto \u2014\n(a)\nact by committee; and\n(b) delegate any of its duties and powers from time to time to such committees\nand to any of their own number and to the officers, servants and agents of\nthe Authority.\n(5) A delegation under subsection (4)(a) or (b) is revocable at will and does not\nprevent the exercise by the Board of any duties or powers so delegated.\n(6) For the purposes of this Law, a director shall be deemed to be present at a\nmeeting of the Board if that person gains access to the meeting by conference\ntelephone or by some other conference facility.\n11.\nCommittees\n11. (1) The Board may appoint committees to assist the Board in exercising the Board\u2019s\nfunctions under this Law, and shall appoint such persons as it sees fit to be\nmembers of the committees.\n(2) The Managing Director may designate a member of any such committee to act\nas secretary to the committee performing such duties as the committee may\ndetermine.\n\nSection 12\nAuditors Oversight Law (2020 Revision)\n\nPage 12\nRevised as at 31st December, 2019\nc\n\n(3) The Board may, by instrument in writing, delegate from time to time to a\ncommittee appointed by the Board under subsection (1) such power and duties,\nother than a licensing or supervisory power or duty, as the Board sees fit.\n(4) A committee appointed under subsection (3) shall exercise and carry out the\npowers and duties delegated under that subsection and a decision of the\ncommittee shall be deemed to be a decision of the Board.\n12.\nDeclaration of interest\n12. (1) If a director or a member of a committee appointed under section 11, has any\npecuniary interest, direct or indirect, in any contract, proposed contract, licence\nor other matter and is present at a meeting of the Board or committee, as the\ncase may be, at which the contract, proposed contract, licence or other matter is\nthe subject of consideration, that person shall, at the meeting and as soon as\npracticable after its commencement, disclose the fact and shall not take part in\nthe consideration or discussion of the contract, proposed contract, licence or\nother matter or vote on any question with respect to it, and shall be excluded\nfrom the meeting for the duration of the consideration, discussion and voting\nprocedure.\n(2) A person who fails to comply with subsection (1) commits an offence and is\nliable \u2014\n(a)\non summary conviction, to a fine of twenty thousand dollars and to\nimprisonment for a term of two years; or\n(b) on conviction on indictment to a fine of fifty thousand dollars and to\nimprisonment for a term of five years,\nunless that person proves that that person did not know that the contract,\nproposed contract, licence or other matter in which that person had a pecuniary\ninterest was the subject of consideration at that meeting.\n(3) A disclosure under subsection (1) shall be recorded in the minutes of the Board\nor committee, as the case may be.\n(4) An act or proceeding of the Board or a committee, shall not be questioned on\nthe ground that a director of the Board or a member of a committee has\ncontravened this section.\n13.\nPecuniary interest\n13. (1) For the purposes of section 12, a director, or a member of a committee appointed\nunder section 11 shall be treated, subject to subsections (4) and (5), as having\nindirectly a pecuniary interest in a contract, proposed contract, licence or other\nmatter if \u2014\n(a)\nhe, or any nominee of his, is a member of a company or other body with\nwhich the contract was made or is proposed to be made or which has a\ndirect pecuniary interest in the licence or other matter under consideration;\n\nAuditors Oversight Law (2020 Revision)\nSection 14\n\nc\nRevised as at 31st December, 2019\nPage 13\n\n(b) he is a partner, or is in the employment of a person with whom the contract\nwas made or is proposed to be made, or who has a direct pecuniary interest\nin the licence or other matter under consideration; or\n(c)\nhe or any partner of that person is a professional adviser to a person who\nhas a direct or indirect pecuniary interest in a contract, proposed contract,\nlicence or other matter.\n(2) Subsection (1) does not apply to membership of or employment under any\npublic body.\n(3) In the case of married persons, the interest of one spouse shall be deemed for\nthe purpose of this section to be also the interest of the other.\n(4) Section 12 shall not apply to an interest in a contract, proposed contract, licence\nor other matter which a director has as a member of the public or to an interest\nin any matter relating to the terms on which the right to participate in any service\nis offered to the public.\n(5) Where a director has an indirect pecuniary interest in a contract, proposed\ncontract, licence or other matter by reason only of a beneficial interest in\nsecurities of a company or other body, and the nominal value of those securities\ndoes not exceed one thousand dollars or one-thousandth of the total nominal\nvalue of the issued share capital of the company or other body, whichever is the\nless, and, if the share capital is of more than one class, the total nominal value\nof shares of any one class in which that person has a beneficial interest does not\nexceed one-thousandth of the total issued share capital of that class, section 12\nshall not prohibit that person from taking part in the consideration or discussion\nof the contract, proposed contract, licence or other matter or from voting on any\nquestion with respect to it, without prejudice, however, to that person\u2019s duty to\ndisclose that person\u2019s interest.\n14.\nAdditional directors\n14. (1) The Cabinet may, in the public interest and subject to such conditions as it may\nthink fit, appoint persons to act as directors for any specified period, in any case\nin which the number of directors disabled by section 12  at any one time would\nbe so great a proportion of the whole as to impede the transaction of business.\n(2) Nothing in section 12 precludes any director from taking part in the\nconsideration or discussion of, or voting on, any question whether an application\nshould be made to the Cabinet for the exercise of the powers conferred by\nsubsection (1).\n\nSection 15\nAuditors Oversight Law (2020 Revision)\n\nPage 14\nRevised as at 31st December, 2019\nc\n\n15.\nAppointment of staff and fund\n15. (1) The Authority may employ, at such remuneration and on such terms and\nconditions as may be approved from time to time by the Board, such persons,\nincluding one or more Deputy Managing Directors as the Board considers\nnecessary for the performance of the functions of the Authority.\n(2) The Authority shall create and maintain or subscribe to a fund for the payment\nof pensions to employees of the Authority in accordance with a scheme, the\nterms of which shall be approved by the Cabinet.\n(3) The fund shall be vested in trustees to be appointed by the Authority for that\npurpose, and shall be maintained at a sufficient level according to accepted\nactuarial principles to enable pensions to be paid to all employees of the\nAuthority in accordance with the approved scheme.\n(4) The Cabinet may, subject to such conditions as it may impose, approve of the\nappointment of any public officer in the service of Government by way of\nsecondment to any office with the Authority, and any public officer so appointed\nshall, in relation to pension, gratuity or other allowance and to other rights and\nobligations as a public officer, be treated as continuing in the service of\nGovernment.\n16.\nDelegation\n16. (1) Subject to subsection (2), the Authority may, on such terms as may be approved\nfrom time to time by the Board, delegate any of its functions under this Law to\nany person as the Board considers necessary for the better exercise of the\nAuthority\u2019s functions under this Law.\n(2) The Authority shall not delegate any of its functions to a person pursuant to\nsubsection (1) unless the person has \u2014\n(a)\nexperience in \u2014\n(i)\nregulating public accountants and in overseeing the audit of financial\nstatements of publicly traded companies;\n(ii) assisting regulatory authorities in their supervision and investigation\nof public accountants and their professional activities; and\n(iii) assessing accounting and assurance standards of regulatory oversight\nbodies; and\n(b) adequate knowledge in areas relevant to statutory audit.\n17.\nQualification for appointment as auditor\n17. (1) Notwithstanding sections 11 and 12 of the Regulatory Law, an auditor is only\nqualified for appointment as auditor of a market traded company or a designated\ncompany if that person is also a recognised auditor.\n\nAuditors Oversight Law (2020 Revision)\nSection 17A\n\nc\nRevised as at 31st December, 2019\nPage 15\n\n(2) A person shall not, unless that person is a recognised auditor, describe\nthemselves as engaged in the audit of market traded companies or designated\ncompanies or hold themselves out to be so qualified.\n(3) On ceasing to be eligible to be a recognised auditor, a person shall immediately\nresign any office held as auditor of a market traded company or a designated\ncompany, giving written notice to all such companies that the resignation is by\nreason of the application of this section.\n(4) A person who contravenes subsection (2) or (3) commits an offence and is liable\non summary conviction to a fine of ten thousand dollars or to imprisonment for\na term of one year, or to both.\n17A. Voluntary registration of auditors\n17A. (1) The Authority may by notice in the Gazette invite \u2014\n(a)\nauditors that are not engaged in the auditing of the accounts of market\ntraded companies or designated companies; or\n(b) auditors that are engaged in the auditing of the accounts of market traded\ncompanies or designated companies and are already registered as\nrecognised auditors,\nto apply to the Authority to be voluntarily registered as a recognised auditor in\nrespect of auditing the accounts of a specific type or category of company,\npartnership unit trust or other entity, whether or not incorporated or established\nin the Islands, which is not a market traded company or a designated company.\n(2) A notice issued under subsection (1) shall specify \u2014\n(a)\nthe specific type or category of company, partnership, unit trust or other\nentity to which the notice applies;\n(b) the basis upon which the Authority considers it appropriate to invite\napplications for voluntary registration under subsection (1); and\n(c)\nany specific requirements established by the Authority in relation to that\ninvitation.\n(3) An auditor that is voluntarily registered as a recognised auditor following an\ninvitation made pursuant to subsection (1) shall be subject to all of the\nobligations imposed upon a recognised auditor under this Law.\n(4) Nothing contained in this Law shall require an auditor that audits the accounts\nof an Authority specified company to register under this section and this Law\nshall not prevent that auditor from continuing to audit the accounts of an\nAuthority specified company.\n\nSection 18\nAuditors Oversight Law (2020 Revision)\n\nPage 16\nRevised as at 31st December, 2019\nc\n\n18.\nRegister of recognised auditors\n18. (1) The Authority shall establish and maintain a register of recognised auditors and\nresponsible individuals in which there shall be entered all persons who \u2014\n(a)\nunder section 19 are auditors eligible to be entered on the register;\n(b) are responsible individuals;\n(c)\nhave applied to and been approved by the Authority to be entered on the\nregister using the form provided by the Authority for this purpose; and\n(d) have paid the application fee or annual fee prescribed in section 20(2)\nor 22(2).\n(2) In order to withdraw from the register in respect of the auditing of market traded\ncompanies, designated companies or Authority specified companies, a\nrecognised auditor shall give notice in writing to the Authority of that person\u2019s\nderegistration, providing a full explanation for the deregistration and the\nprescribed fee.\n(3) A recognised auditor shall always give the notice referred to in subsection (2)\nin the circumstances described in section 23(1)(a).\n19.\nEligibility for entry on register\n19. An auditor is eligible to be entered on the register if \u2014\n(a)\nall responsible individuals of the auditor are licensed under section 11 or\n12 of the Regulatory Law;\n(b) the auditor and all responsible individuals of the auditor are bound by and\nrequired to comply with the Rules when auditing the accounts of market\ntraded companies designated companies or Authority specified companies\nor have undertaken to do so; and\n(c)\nall responsible individuals of the auditor have been designated by the\nauditor as competent to audit the accounts of a market traded company, a\ndesignated company or an Authority specified company.\n20.\nApplication for entry on register\n20. (1) An application for entry on the register shall be made by an auditor using the\napplication form provided for this purpose by the Authority, and shall be\naccompanied by such information and documents in support of the application\nas the Authority may require.\n(2) An auditor shall only be entered on the register if prior to the first year of\nregistration the non-refundable prescribed application fee has been paid.\n(3) An application for registration may be accepted or refused at the discretion of\nthe Authority.\n(4) An application for registration may be accepted subject to conditions.\n\nAuditors Oversight Law (2020 Revision)\nSection 21\n\nc\nRevised as at 31st December, 2019\nPage 17\n\n(5) If an application for registration has been accepted, the Authority may at any\ntime in the circumstances set out in section 21(1) \u2014\n(a)\ncancel or suspend the registration;\n(b) make the registration subject to conditions or further conditions; or\n(c)\nvary or withdraw any condition of the registration.\n(6) A person aggrieved by \u2014\n(a)\nthe refusal of the Authority of that person\u2019s application for registration;\n(b) the cancellation or suspension of that person\u2019s registration by the\nAuthority;\n(c)\nthe imposition or variation by the Authority of conditions in respect of that\nperson\u2019s registration; or\n(d) the variation of a condition in respect of that person\u2019s registration,\nmay, within three months of the date of the decision, appeal against the decision\nto the Grand Court.\n(7) No further appeal shall lie from the decision of the Grand Court on an appeal\nmade under subsection (6).\n(8) If an auditor is responsible for the audit of a market traded company or a\ndesignated company at the date of commencement of this Law, in this section\nreferred to as the \u201ccommencement date\u201d, the auditor may continue to carry on\nthat activity subject to the auditor making an application for entry on the register\nwithin three months of the commencement date or other period that the Cabinet\nmay by regulation prescribe and until \u2014\n(a)\nthe end of the period within which an appeal can be brought under\nsubsection (6) against the decision on the application; or\n(b) where an appeal is brought, the determination or withdrawal of the appeal.\n21.\nCircumstances in which action may be taken under section 20(5)\n21. (1) The circumstances in which an action under section 20(5) may be taken by the\nAuthority are \u2014\n(a)\nif the recognised auditor ceases to have a responsible individual;\n(b) if the Authority is satisfied that the recognised auditor or a responsible\nindividual is not or is no longer competent or fit and proper to act as\nrecognised auditor or responsible individual;\n(c)\nif the Authority is otherwise satisfied that the recognised auditor or any\nresponsible individual is not or is no longer eligible to be entered on the\nregister;\n\nSection 22\nAuditors Oversight Law (2020 Revision)\n\nPage 18\nRevised as at 31st December, 2019\nc\n\n(d) if the Authority is informed by a person to whom the Authority has\ndelegated any of its functions under section 16 that the recognised auditor\nor a responsible individual has breached any of the Rules substantially;\n(e)\nif the Authority is satisfied that a condition in relation to the registration\nhas been breached; or\n(f)\nif the Authority is satisfied that the recognised auditor has not paid the\ncosts of oversight.\n(2) If an entry on the register has been suspended, cancelled or made subject to\nconditions or further conditions, the Authority may draw this matter to the\nattention of the public after the final determination of all appeals.\n22.\nAnnual confirmation of entry on register\n22. (1) Notwithstanding section 20 and the date of first entry on the register, upon\npayment of the annual fee as prescribed in subsection (2), the recognised auditor\nshall confirm in writing to the Authority that the full details held within the\nregister remain accurate, and if this is not the case, the recognised auditor shall\nprovide accurate information immediately in writing to the Authority.\n(2) In order to remain entered on the register, a recognised auditor shall pay the\nprescribed non-refundable annual fee by 31st January in the year for which\nregistration is to continue.\n23.\nNotifications\n23. (1) A recognised auditor shall notify the Authority immediately in writing of any\nthe following \u2014\n(a)\nthe recognised auditor becoming ineligible to be entered on the register;\n(b) the termination of the appointment of a responsible individual or a\nresponsible individual becoming ineligible to hold that role in respect of\nthe recognised auditor;\n(c)\nthe taking of any disciplinary action under the Regulatory Law against a\nresponsible individual that resulted in an adverse finding;\n(d) any reasonable grounds that person has for suspecting that that person or\na responsible individual has contravened the laws of the Islands; or\n(e)\na request for the addition of a responsible individual to the register entry.\n(2) The written details required by subsection (1) shall be accompanied by such\ninformation and documents as the Authority may reasonably require.\n(3) Notwithstanding subsection (1), the Authority may by notice in writing require\na recognised auditor to notify the Authority of any other information as it may\nreasonably require for the exercise of the functions conferred on it by section 3\nwithin such reasonable time, in respect of such periods, given in such form and\nverified in such manner as it may specify in that written notice.\n\nAuditors Oversight Law (2020 Revision)\nSection 24\n\nc\nRevised as at 31st December, 2019\nPage 19\n\n24.\nContent of register\n24. The register shall contain the prescribed information.\n25.\nPublic inspection of register\n25. The register shall be available for public inspection in visible and legible form \u2014\n(a)\non the Authority\u2019s website; and\n(b) at the offices of the Authority whenever those offices are open for\nbusiness.\n26.\nConfidentiality\n26. (1) Subject to subsection (2), all documents and other information prepared for,\nreceived by or prepared by the Authority in the exercise of its functions under\nthis Law and all deliberations of the Authority, a director, an officer, an\nemployee, an agent or a representative of the Authority, or a person to whom\nany of the functions of the Authority have been delegated under section 16, are\nconfidential and shall not be disclosed.\n(2) Subsection (1) shall not apply to a disclosure \u2014\n(a)\nlawfully required or permitted by any court of competent jurisdiction\nwithin the Islands;\n(b) for the purpose of assisting the Authority to exercise any functions\nconferred on the Authority by this Law, by any other law or by the\nRegulations;\n(c)\nwhere the recognised auditor who provided the information or documents\nreferred to in subsection (1) or the relevant underlying clients have given\ntheir consent;\n(d) for the purpose of enabling or assisting the Cabinet to exercise any\nfunctions conferred on it under this Law or the Regulations or in\nconnection with the dealings between the Cabinet and the Authority when\nthe Authority exercises its functions under this or any other law;\n(e)\nif the information disclosed is or has been available to the public from any\nother source;\n(f)\nwhere the information disclosed is in a summary or in statistics expressed\nin a manner that does not enable the identity of any person to which the\ninformation relates to be ascertained;\n(g) lawfully made \u2014\n(i)\nto the Attorney General, the Director of Public Prosecutions or a law\nenforcement agency in the Islands, with a view to the institution of\nor for the purpose of criminal proceedings; or\n\nSection 26\nAuditors Oversight Law (2020 Revision)\n\nPage 20\nRevised as at 31st December, 2019\nc\n\n(ii) to a person pursuant to the anti-money laundering regulations made\nunder the Proceeds of Crime Law (2020 Revision);\n(h) for the purposes of any legal proceedings in connection with the\ncancellation or suspension of registration of a recognised auditor, the\nwinding-up or dissolution of a recognised auditor, or the appointment or\nduties of a receiver of a recognised auditor;\n(i)\nfor the purpose of enabling the Authority to satisfy a request for assistance\nfrom an overseas auditor oversight body; or\n(j)\nmade pursuant to a memorandum of understanding entered into by the\nAuthority pursuant to section 32A.\n(3) The Authority, a director, an officer, an employee, an agent or a representative\nof the Authority, or any person to whom any of the functions of the Authority\nhave been delegated under section 16, shall not be required in any proceeding,\nexcept a proceeding under this Law, to give testimony or produce any document\nwith respect to documents or information that the person is prohibited from\ndisclosing under this section.\n(4) Subject to subsections (1) and (3), the Authority may agree such provisions\nrelating to confidentiality with any person to whom it has delegated its functions\nunder section 16 as the Board considers necessary.\n(5) Notwithstanding any law in force in the Islands to the contrary, the Authority\nmay, subject to subsection (6), require the provision of information or the\nproduction of documents referred to in subsection (1) by a recognised auditor\nthat are the subject of legal professional privilege if access to the information or\ndocuments is absolutely necessary for the purpose of review of the audit.\n(6) The disclosure of information or documents pursuant to subsection (5) does not\nnegate, or constitute a waiver of, any legal professional privilege and the legal\nprofessional privilege continues for all other purposes.\n(7) Where a recognised auditor fails to comply with a requirement of the Authority\npursuant to subsection (5) within three days of the requirement or such longer\nperiod as the Authority may permit, the Authority may apply to the court for an\norder requiring that recognised auditor to comply with the requirement.\n(8) Where the provision of information or the production of documents is required\nby the Authority pursuant to subsection (5), a recognised auditor shall satisfy\nsuch obligation by permitting the Authority or any person to whom it has\ndelegated functions under section 16 to inspect such information or documents\nat the recognised auditor\u2019s premises in the Islands or such other location in the\nIslands as the recognised auditor shall determine; and unless the underlying\nclient shall have given its consent, neither the Authority nor such person shall\nbe permitted to take a copy of or make any note or record in any form of such\ninformation or documents.\n\nAuditors Oversight Law (2020 Revision)\nSection 27\n\nc\nRevised as at 31st December, 2019\nPage 21\n\n(9) The Freedom of Information Law (2020 Revision) shall not apply to any\ndocument, information or deliberation referred to in subsection (1).\n27.\nImmunity\n27. The Authority, a director, an officer, an employee, an agent or a representative of the\nAuthority, or a person to whom any of the functions of the Authority have been\ndelegated under section 16, shall not be liable in damages for anything done or\nomitted in the discharge or the purported discharge of the functions of the Authority\nunder this Law unless it is shown that the act or omission was in bad faith.\n28.\nAccounts\n28. (1) The Authority shall cause to be kept proper accounts and records of the\ntransactions and affairs of the Authority and shall do all things necessary to\nensure that all moneys received are properly brought to account and that all\npayments out of its moneys are correctly made and properly authorised.\n(2) The financial year of the Authority shall be as set out in paragraph (a) of the\ndefinition of \u201cfinancial year\u201d in section 2 of the Public Management and\nFinance Law (2020 Revision).\n(3) the Authority is a statutory authority as defined in section 2 of the Public\nManagement and Finance Law (2020 Revision) and accordingly that Law\napplies, among other things, to \u2014\n(a)\nthe Authority\u2019s expenditure budget for each financial year; and\n(b) the preparation, maintenance, auditing and publication of the Authority\u2019s\naccounts.\n29.\nRules\n29. The Authority shall make and publish rules for the purpose of ensuring that a\nrecognised auditor, when auditing a market traded company a designated company or\nan Authority specified company, is subject in the Islands to a system of oversight,\nquality assurance, disciplinary action and investigation.\n30.\nMonitoring of compliance\n30. (1) The Authority shall monitor compliance by recognised auditors with the Rules.\n(2) For the purposes of subsection (1) the monitoring of recognised auditors\nincludes \u2014\n(a)\nmonitoring of actions of recognised auditors in auditing the accounts of\nmarket traded companies, designated companies or Authority specified\ncompanies;\n(b) conducting inspections of recognised auditors; and\n(c)\ntaking disciplinary action where necessary against recognised auditors or\nresponsible individuals.\n\nSection 31\nAuditors Oversight Law (2020 Revision)\n\nPage 22\nRevised as at 31st December, 2019\nc\n\n(3) A person to whom any of the functions of the Authority are delegated under\nsection 16 shall report to the Authority annually in writing on or before 31st\nJanuary in each year specifying, among other things \u2014\n(a)\nthe work the person has undertaken in relation to public oversight of\nrecognised auditors; and\n(b) the outcome of any inspections, during the preceding year up to 31st\nDecember of that preceding year.\n31.\nObligations of recognised auditors\n31. (1) A recognised auditor shall be subject to the public oversight of the Authority,\nand shall comply with the Authority\u2019s requirements, including the payment of\nfees and disciplinary procedures.\n(2) A recognised auditor when auditing the accounts of a market traded company,\na designated company or an Authority specified company \u2014\n(a)\nis bound by and shall comply with the Rules;\n(b) shall, in so far as practicable, maintain the working papers relating to the\naudit of the company in English; and\n(c)\nshall, subject to this Law, make those working papers in that person\u2019s\npossession or control available to the Authority or to any person to whom\nthe Authority has delegated any of its functions and shall use that person\u2019s\nreasonable endeavours to obtain and make available to the Authority or\nany such person those working papers which are not in that person\u2019s\npossession or control.\n(3) A recognised auditor shall pay the costs of oversight as prescribed.\n32.\nNotification by person to whom functions of Authority are delegated\n32. (1) A person to whom any of the functions of the Authority are delegated under\nsection 16 shall notify the Authority immediately in writing of \u2014\n(a)\nany loss of a recognised auditor\u2019s or responsible individual\u2019s eligibility (to\nthe extent that that person has knowledge thereof) to be entered on the\nregister;\n(b) the reasons (to the best of that person\u2019s knowledge) for the loss; and\n(c)\nany reasonable grounds that person has for suspecting that a recognised\nauditor or responsible individual has contravened the law of the Islands.\n(2) The Authority may by notice in writing require a person referred to in\nsubsection (1) to notify it of any other information as it may reasonably require\nfor the exercise of the functions conferred by this Law, within such reasonable\ntime, in respect of such periods, given in such form and verified in such manner\nas it may specify in that written notice.\n\nAuditors Oversight Law (2020 Revision)\nSection 32A\n\nc\nRevised as at 31st December, 2019\nPage 23\n\n32A. Memorandum of understanding\n32A. (1) The Authority may, in the exercise of its functions, after consultation with the\nMinister charged with responsibility for Financial Services, enter into a\nmemorandum of understanding with \u2014\n (a) an overseas auditor oversight body for the purpose of assisting the overseas\nauditor oversight body in the exercise of its regulatory or supervisory\nfunctions as they relate to a recognised auditor or a responsible individual\nor for other regulatory or supervisory purposes the Authority considers fit;\nand\n(b) a body, whether regulatory or professional and whether established\noverseas or in the Islands, for the purpose of enabling the Authority to\ncommunicate and share information with the body for the purpose of\nenabling or assisting the Authority to carry out its functions under\nthis Law.\n(2) A memorandum of understanding may not call for assistance beyond that which\nis provided for by this Law or relieve the Authority of any of its functions or\nduties under this Law.\n(3) The Authority shall notify the Minister charged with responsibility for Financial\nServices of each memorandum of understanding entered into and promptly\npublish the memorandum of understanding on its website.\n32B. Disclosure to the Authority\n32B. (1) Where an auditor or any of the auditor\u2019s partners, officers, directors, principals\nor employees, or a responsible individual provides information to the Authority,\nor to any person to whom the Authority has delegated its functions under\nsection 16, for the purpose of enabling or assisting the Authority to carry out its\nfunctions under this Law, the provision of the information shall not be treated\nas a breach of any restriction upon the disclosure of information by or under any\nLaw and the provision of information under the above-mentioned circumstances\nshall not give rise to any criminal or civil liability.\n(2) This section shall apply whether or not the information was provided to the\nAuthority or its delegate pursuant to a request or instruction by the Authority or\nits delegate that the information be provided.\n32C. Assisting an overseas auditor oversight body\n32C. (1) In deciding whether or not to assist an overseas auditor oversight body, whether\nby use of the Authority\u2019s powers under section 32A or otherwise, the Authority\nshall take into account \u2014\n(a)\nwhether corresponding assistance would be given in the relevant country\nor territory to the Authority;\n\nSection 33\nAuditors Oversight Law (2020 Revision)\n\nPage 24\nRevised as at 31st December, 2019\nc\n\n(b) whether the assistance is required to enable the overseas auditors oversight\nbody to carry out its functions; and\n(c)\nwhether it is in the public interest to give the assistance sought.\n(2) The Authority may \u2014\n(a)\nrequire an overseas auditor oversight body which requests assistance to\ngive a written undertaking, in such form as the Authority may require, to\nprovide corresponding assistance to the Authority and where an overseas\nauditor oversight body fails to comply with such requirements may refuse\nto provide the assistance sought; and\n(b) decline to assist an overseas auditor oversight body unless the overseas\nauditor body oversight undertakes to make such contribution towards the\ncosts of the assistance as the Authority considers appropriate.\n(3) The Authority shall not give to an overseas auditor oversight body any\nassistance involving the disclosure or gathering of, or the giving of access to,\ninformation or documents unless \u2014\n(a)\nthe Authority has satisfied itself that the intended recipient overseas\nauditor oversight body is subject to adequate legal restrictions on further\ndisclosures; or\n(b) the Authority has been given an undertaking by the recipient overseas\nauditor oversight body not to disclose the information provided without\nthe consent of the Authority; and\n(c)\nthe Authority is satisfied that the assistance requested by the overseas\nauditor oversight body is required for the purposes of the overseas auditor\noversight body\u2019s regulatory functions including the conduct of civil and\nadministrative\ninvestigations\nor\nproceedings\nto\nenforce\nlaws\ncorresponding to the regulatory laws and administered by that body; and\nthe Authority is satisfied that information provided following the exercise of its\npowers, will not be used in criminal proceedings against the person providing\nthe information, other than proceedings for an offence of perjury.\n33.\nRegulations\n33. (1) The Cabinet may by regulations make provision for the purpose of carrying this\nLaw into effect and, in particular, but without prejudice to the generality of the\nforegoing, for or with respect to any matter that may be prescribed under this\nLaw.\n(2) Regulations made under subsection (1) may \u2014\n(a)\nmake different provision in relation to different cases or circumstances;\n(b) apply in respect of particular persons or particular cases or particular\nclasses of persons or particular classes of cases, and define a class by\nreference to any circumstances whatsoever;\n\nAuditors Oversight Law (2020 Revision)\nSection 33\n\nc\nRevised as at 31st December, 2019\nPage 25\n\n(c)\ncreate an offence punishable by a fine not exceeding five thousand dollars;\nor\n(d) prescribe the manner in which an administrative penalty regime with a\nmaximum penalty of five thousand dollars may be implemented.\nPublished in consolidated and revised form authorised by the Cabinet this 7th day\nof January, 2020.\nKim Bullings\nClerk of the Cabinet\n\nAuditors Oversight Law (2020 Revision)\nENDNOTES\n\nc\nRevised as at 31st December, 2019\nPage 27\n\nENDNOTES\nTable of Legislation History:\nSL #\nLaw #\nLegislation\nCommencement\nGazette\n\n21\/2019\nAuditors Oversight (Amendment) Law, 2019\n8-Aug-2019 LG28\/2019\/s12\n\nAuditors Oversight Law (2017 Revision)\n31-May-2017\nGE45\/2017\/s1\n\n28\/2016\nAuditors Oversight (Amendment) Law, 2016\n5-Dec-2016\nG25\/2016\/s10\n\nAuditors Oversight Law, 2011 (Commencement) Order, 2012\n30-Apr-2012\nGE37\/2012\/s1\n\n23\/2011\nAuditors Oversight Law, 2011\n1-May-2012\nG24\/2011\/s2\n\nENDNOTES\nAuditors Oversight Law (2020 Revision)\n\nPage 28\nRevised as at 31st December, 2019\nc\n\n(Price: $5.60)","akn_extracted_at":"2026-06-22 15:30:38.408802+00","cms_id":"2011-0023","law_type":"principal","year":"2011","number":"23","title":"Auditors Oversight Act","status":"in_force"},"provenance":{"files":[{"file_id":"5137","expr_id":"262","kind":"akn_xml","filename":"2011-0023_2020 Revision.akn.xml","source_url":null,"storage_path":"\/Users\/q\/kyleg-data\/working\/PRINCIPAL\/2011\/2011-0023\/2011-0023_2020 Revision.akn.xml","content_md5":"75ac88541f198722c85f3594ec91e163","byte_size":"54243","http_last_modified":null,"fetched_at":"2026-06-22 15:30:39.094912+00"},{"file_id":"523","expr_id":"262","kind":"pristine_pdf","filename":"2011-0023_2020 Revision.pdf","source_url":"\/cms\/images\/LEGISLATION\/PRINCIPAL\/2011\/2011-0023\/2011-0023_2020 Revision.pdf","storage_path":"\/Users\/q\/kyleg-data\/pristine\/PRINCIPAL\/2011\/2011-0023\/2011-0023_2020 Revision.pdf","content_md5":"721fb7864e76d10645d70cef5413ca75","byte_size":"980695","http_last_modified":null,"fetched_at":"2026-06-21 23:09:33.690415+00"},{"file_id":"524","expr_id":"262","kind":"working_pdf","filename":"2011-0023_2020 Revision.pdf","source_url":"\/cms\/images\/LEGISLATION\/PRINCIPAL\/2011\/2011-0023\/2011-0023_2020 Revision.pdf","storage_path":"\/Users\/q\/kyleg-data\/working\/PRINCIPAL\/2011\/2011-0023\/2011-0023_2020 Revision.pdf","content_md5":"721fb7864e76d10645d70cef5413ca75","byte_size":"980695","http_last_modified":null,"fetched_at":"2026-06-21 23:09:33.690415+00"}],"paragraph_count":25,"latest_history":null},"quality":{"expr_id":"262","doc_id":"262","quality_state":"needs_review","quality_score":"84","needs_human_review":"t","deterministic_categories":"{duplicate_text,page_header_footer_noise}","llm_categories":"{truncated_text,other}","repair_actions":"{collapse_duplicate_text,manual_review,reextract_full_text,strip_page_furniture}","finding_severity_counts":"{\"low\": 1, \"medium\": 1}","finding_summary":"Sample shows partial truncation at the end of a definition and contains extraneous pricing footnote; requires verification of full content completeness.","assessed_at":"2026-06-22 15:29:44.879132+00","updated_at":"2026-06-22 15:29:44.879132+00"}}