Guide to Cayman Islands mergers and consolidations

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The Cayman Islands’ statutory merger regime is set out in the Companies Law (the Companies Law) and the Limited Liability Companies Law (the LLC Law) which provide a process for ‘merger’ or ‘consolidation’ of companies. A ‘merger’ is where the assets, rights, obligations and liabilities of two or more companies are assumed by one of those entities and ‘consolidation’ is where the assets, rights, obligations and liabilities of two or more companies are assumed by a new Cayman Islands company, in each case without requiring court approval.

In this guide ‘Merger’ includes merger and consolidation, a ‘Constituent Company’ is a company (including a limited liability company established under the LLC Law (an LLC)) participating in a Merger and a ‘Successor Company’ is the new or existing company (including an LLC) acquiring the businesses of the Constituent Companies.