Companies Law COMPANIES (TRANSLATION

CAYMAN ISLANDS Companies Law COMPANIES (TRANSLATION CERTIFICATE) REGULATIONS, 2011 (SL 22 of 2011) Supplement No. 1 published with Gazette No. 20 PUBLISHING DETAILS Page 2 SL 22 of 2011 c Companies (Translation Certificate) Regulations, 2011 Arrangement of Regulations CAYMAN ISLANDS Companies Law COMPANIES (TRANSLATION CERTIFICATE) REGULATIONS, 2011 (SL 22 of 2011) Arrangement of Regulations Regulation Page 1. Citation ......................................................................................................................................5 2. Statement of certified translator .................................................................................................5 3. Statement of person licensed to provide registered office ..........................................................5 SCHEDULE 7 CERTIFIED TRANSLATOR’S CERTIFICATE AS TO TRANSLATED NAME 7 c SL 22 of 2011 Page 3 Companies (Translation Certificate) Regulations, 2011 Regulation 1 CAYMAN ISLANDS Companies Law COMPANIES (TRANSLATION CERTIFICATE) REGULATIONS, 2011 (SL 22 of 2011) In exercise of the powers conferred by section 245 of the Companies Law (2010 Revision), the Governor in Cabinet makes the following regulations — 1. Citation 1. These Regulations may be cited as the Companies (Translation Certificate) Regulations, 2011. 2. Statement of certified translator 2. The statement of a certified translator as to the foreign language in which a dual foreign name is written, referred to in the definition of “translated name” in section 2 of the Companies Law (2010 Revision), shall be in the form of a certificate as specified in Form 1 of the Schedule. 3. Statement of person licensed to provide registered office 3. The statement of a person licensed to provide a company’s registered office in the Cayman Islands as to the foreign language in which a dual foreign name is written, referred to in the definition of “translated name” in section 2 of the Companies Law (2010 Revision), shall be in the form of a certificate as specified in Form 2 of the Schedule. c SL 22 of 2011 Page 5 Companies (Translation Certificate) Regulations, 2011 SCHEDULE SCHEDULE (regulation 2) FORM 1 [To appear on headed notepaper] CERTIFIED TRANSLATOR’S CERTIFICATE AS TO TRANSLATED NAME I, [INSERT NAME AND ADDRESS] being fluent in both the English language and the (INSERT LANGUAGE) language, hereby confirm that I am a certified translator licensed or approved by [ ] acting for and on behalf of [state name of employer/translation company], and state the following: 1. That the name: [Insert foreign language characters] appears in the [Insert foreign language] language; 2. That when translated or transliterated into the English language, the above name, to the best of my knowledge and ability, means: [Insert translation or transliteration into English]; and 3. That name in the [Insert foreign language] language (and/or) in the English language (does not contain any/contains the following) words or derivatives of the words set out in the Annex hereto [: State words or derivatives of words in English language, if any, contained in the name in the foreign language (and/or) in the English language]. Dated: [Insert date] For and on behalf of [Employer/Translation Company] ___________________________________ [INSERT NAME AND DESIGNATION OF LICENSED OR APPROVED TRANSLATOR] I, [Insert name] Notary Public in and for the Cayman Islands, do hereby certify that [Insert name of licensed or approved translator] is a certified translator and that the foregoing bears the signature of [Insert name of licensed or approved translator]. Dated [Insert date and attach seal]. ___________________________________ INSERT NAME OF NOTARY PUBLIC c SL 22 of 2011 Page 7 SCHEDULE Companies (Translation Certificate) Regulations, 2011 ANNEX Companies Law (2010 Revision), section 30 (2) “royal”, “imperial” “empire”, “municipal” “chartered” “co-operative”, “assurance”, “bank”, “insurance” Banks and Trusts Companies Law (2009 Revision), section 11 “bank”, “trust”, “trust company”, “trust corporation”, “savings” or “savings and loan” or any of their derivatives Insurance Law (2008 Revision), section 6 “insurance”, “assurance”, “indemnity”, “guarantee”, “underwriting”, “reinsurance”, “surety”, “casualty” Companies Management Law (2003 Revision), section 3 Words connoting the “business of company management”, being the provision of the following corporate services for profit or reward in or from within the Islands- (a) acting as a company formation agent; (b) providing a registered office or business address for a company; (c) providing an accommodation, correspondence or administrative address for a company or for any other person; (d) filing statutory forms, resolutions, returns and notices; (e) acting as or fulfilling the function of or arranging for another person to act as or fulfil the function of a person authorised to accept service of process on behalf of a foreign company carrying on business in the Islands or to accept any notices required to be served on it; (f) acting as or fulfilling the function of or arranging for another person to act as or fulfil the function of an officer of a company; (g) acting as a nominee shareholder for a company; (h) acting as or fulfilling the function of or arranging for another person to act as or fulfil the function of director or alternate director of a company; (i) acting as or arranging for another person to act as secretary, alternate, assistant or deputy secretary of a company; (j) acting as or fulfilling the function of or arranging for another person to act as or fulfil the function of an authorised custodian for the purposes of the Companies Law (2010 Revision); (k) providing other corporate services involving the control of the whole or a substantial part of the assets of a company; and (l) providing any additional corporate services as may be specified in regulations. Page 8 SL 22 of 2011 c Companies (Translation Certificate) Regulations, 2011 SCHEDULE FORM 2 (regulation 3) CAYMAN ISLANDS LICENSED REGISTERED OFFICE PROVIDER’S CERTIFICATE AS TO TRANSLATED NAME I, (INSERT NAME AND ADDRESS) being fluent in both the English language and the (INSERT LANGUAGE) language, hereby confirm that I act for and on behalf of (INSERT NAME OF CAYMAN ISLANDS LICENSED REGISTERED OFFICE PROVIDER) and state the following: 1. That the name: [Insert foreign language characters] appears in the [Insert foreign language] language; 2. That when translated or transliterated into the English language, the above name, to the best of my knowledge and ability, means: [Insert translation or transliteration into English]; and 3. That name in the [Insert foreign language] language (and/or) in the English language (does not contain any/contains the following) words or derivatives of the words set out in the Annex hereto [: State words or derivatives of words in English language, if any, contained in the name in the foreign language (and/or) in the English language]. Dated: [Insert date] For and on behalf of ___________________________________ (INSERT NAME OF CAYMAN ISLANDS LICENSED REGISTERED OFFICE PROVIDER) I, [Insert name] Notary Public in and for the Cayman Islands, do hereby certify that the foregoing bears the signature of [Insert name of translator] acting for and on behalf of [Insert name of licensed registered office provider]. Dated [Insert date and attach seal] ________________________________ [INSERT NAME OF NOTARY PUBLIC] c SL 22 of 2011 Page 9 SCHEDULE Companies (Translation Certificate) Regulations, 2011 ANNEX Companies Law (2010 Revision), section 30 (2) “royal”, “imperial” “empire”, “municipal” “chartered” “co-operative”, “assurance”, “bank”, “insurance” Banks and Trusts Companies Law (2009 Revision), section 11 “bank”, “trust”, “trust company”, “trust corporation”, “savings” or “savings and loan” or any of their derivatives Insurance Law (2008 Revision), section 6 “insurance”, “assurance”, “indemnity”, “guarantee”, “underwriting”, “reinsurance”, “surety”, “casualty” Companies Management Law (2003 Revision), section 3 Words connoting the “business of company management”, being the provision of the following corporate services for profit or reward in or from within the Islands - (a) acting as a company formation agent; (b) providing a registered office or business address for a company; (c) providing an accommodation, correspondence or administrative address for a company or for any other person; (d) filing statutory forms, resolutions, returns and notices; (e) acting as or fulfilling the function of or arranging for another person to act as or fulfil the function of a person authorised to accept service of process on behalf of a foreign company carrying on business in the Islands or to accept any notices required to be served on it; (f) acting as or fulfilling the function of or arranging for another person to act as or fulfil the function of an officer of a company; (g) acting as a nominee shareholder for a company; (h) acting as or fulfilling the function of or arranging for another person to act as or fulfil the function of director or alternate director of a company; (i) acting as or arranging for another person to act as secretary, alternate, assistant or deputy secretary of a company; (j) acting as or fulfilling the function of or arranging for another person to act as or fulfil the function of an authorised custodian for the purposes of the Companies Law (2010 Revision); (k) providing other corporate services involving the control of the whole or a substantial part of the assets of a company; and (l) providing any additional corporate services as may be specified in regulations. Page 10 SL 22 of 2011 c Companies (Translation Certificate) Regulations, 2011 SCHEDULE Made in Cabinet the 13th day of September, 2011. Kim Bullings Clerk of the Cabinet. c SL 22 of 2011 Page 11