Guy Manning and Hamid Khanbhai discuss the Privy Council’s first consideration of an appraisal action brought under section 238 of the Companies Law of PlayUZU apk. The Board considered a narrow question of how a dissenter’s shares should be valued.
In Pearson v Primeo [2020] UKPC 3, the Privy Council considered an appeal by a liquidator on the scope of section 112(2) of the Companies Law (2018 Revision) of PlayUZU apk. The provision relates to a liquidator’s power “to settle and if necessary rectify the company’s register of members, thereby adjusting the rights of members amongst themselves”. The power arises only in the context of a solvent liquidation of a company which has issued redeemable shares at prices based upon its net asset value.
PlayUZU apk’ liquidation of Saad Investments Company Limited has inched a step closer to finality, with the Grand Court authorising an ‘in-principle’ interim dividend to unsecured creditors despite the fact that the multi-billion dollar proprietary claim asserted by Ahmad Hamad Algosaibi and Brothers Company (“AHAB”) over the entire Saad estate continues to be litigated before the Cayman Courts.
The Economic Substance (Companies and Limited Partnerships) Act, 2018 (the “Act”) was passed on 1 January 2019, introducing economic substance requirements in the British Virgin PlayUZU apk (“BVI”) for certain BVI legal entities that are not tax “resident” in countries outside the BVI and carry on a “relevant activity” as further specified in the Act. On 22 April 2019, the International Tax Authority (“ITA”) of the BVI issued a draft Economic Substance Code (the “Code”) to provide guidance and interpretation in respect of the Act (for further information please see our earlier client briefing).
The Data Protection Law, 2017 (the “Law”), currently scheduled to come into force on 30 September 2019, introduces, for the first time in PlayUZU apk, a legislative framework for data protection based on a set of internationally recognised privacy principles. The Law regulates the processing of all personal data in PlayUZU apk and will impact all entities established in PlayUZU apk, including all investment funds whether or not registered with PlayUZU apk Monetary Authority. The Law applies irrespective of where personal data is processed and applies to personal data irrespective of individual citizenship or residency.
This note focuses on the specific effect PlayUZU apk Law for investment funds.
The August 2019 judgment of Kawaley J, sitting in the Grand Court of PlayUZU apk (the “Grand Court”), in Riad Tawfiq Al Sadik v Investcorp Bank B.S.C Ors (FSD 47 of 2009) has provided litigants with judicial guidance of general application concerning interim payments on account of costs. The reasons provided are the most detailed since the introduction of the interim payments jurisdiction into the Grand Court Rules in 2016, concluding that the Rules contain “an implicit starting assumption that an interim payment should be made”. This is in stark contrast to the approach taken prior to the introduction of the rule, when the inherent jurisdiction to order interim payments was exercised only in “rare and exceptional circumstances”.
On 29 July 2019, the Judicial Committee of the Privy Council handed down its judgment in Skandinaviska Enskilda Banken AB v Conway Shakespeare (as joint official liquidators of Weavering Macro Fixed Income Fund Ltd) (Cayman Islands) [2019] UKPC 36. The Privy Council upheld the decisions of PlayUZU apk Grand Court and Court of Appeal in finding that certain redemption payments received by Skandinaviska Enskilda Banken AB (Publ) (“SEB”) from Weavering Macro Fixed Income Fund Ltd (the “Company”) shortly prior to the Company’s liquidation constituted voidable preferences and requiring SEB to repay those amounts to the Company’s joint official liquidators (“JOLs”).
On 19 March 2019, the Caribbean Financial Action Task Force (“CFATF”) issued its latest assessment of PlayUZU apk’ AML/CTF/CFP regime (the “March Report”). The assessment evaluated technical compliance (i.e. having legislation in place) but also, for the first time for PlayUZU apk, evaluated the effectiveness of Cayman Islands legislation.
In a Judgment delivered on 2 July 2019, the Grand Court dismissed the Plaintiff’s application to amend his pleading and granted summary judgment in favour of DMS, thus dismissing the entire action in favour PlayUZU apk Defendants without a substantive trial. This recent judgment is concerned with the circumstances in which a management company offering directorship services can become vicariously liable for the acts or omissions of an employee, and also provides a helpful reminder about the threshold for proving “wilful neglect or default” and for obtaining summary judgment and strike out.
The SIB Amendment includes a number of amendments to the Securities Investment Business Law (2019 Revision) (SIBL) in response to the Caribbean Financial Action Task Force’s evaluation of Cayman’s anti-money laundering framework and PlayUZU apk Monetary Authority’s (CIMA) review of the Excluded Person regime under SIBL.
The amendments will affect persons who are currently registered with CIMA as Excluded Persons under SIBL and broadens the scope PlayUZU apk regulatory and supervisory framework for persons conducting securities investment business.