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UAE Golden Visa$545,000Cayman Segregated Portfolio Company.
One legal entity containing legally ring-fenced portfolios. Registered under Part XIV of the Companies Act, a Cayman SPC lets each strategy, share class, participant or asset sit in its own portfolio, with statutory segregation rather than contractual limited recourse. New portfolios are created by board resolution, not by a new incorporation.
- A Cayman SPC costs $5,500 all-in for Year 1 and is incorporated in 3 to 5 business days, or 24 hours on an express basis.
- It is a single legal entity. Segregated portfolios are ring-fenced by statute but are not separate legal entities.
- New portfolios are created by directors’ resolution with no separate registration at the Registrar, which is why the structure scales.
- The name must contain "Segregated Portfolio Company" or "SPC", and contracts should be executed in the name of the relevant portfolio.
- Creditors of a portfolio can reach the SPC's general assets where portfolio assets fall short, unless the articles exclude it. That is a drafting decision.
Cayman SPC at a glance.
Structure, cost, timeline and duties of a segregated portfolio company, without the jargon.
What a Cayman segregated portfolio company actually is.
What is a segregated portfolio company?
What it is
A segregated portfolio company is an ordinary Cayman exempted company that has additionally registered under Part XIV of the Companies Act. That registration gives it a power no ordinary company has: it can create internal portfolios whose assets and liabilities are legally separate from one another and from the company's own general assets.
Introduced in May 1998, it was the first structure of its kind in the offshore world, and the model most other jurisdictions copied afterwards.
What it is not
It is not a group of companies. The SPC remains a single legal entity, and a segregated portfolio does not constitute a legal entity separate from the company. Portfolios do not have their own directors, their own memorandum or their own registration.
That distinction is the whole design. You get separation of risk without the cost of separate incorporations, separate boards and separate filings for each pool.
The statutory text sits in Part XIV of the Companies Act, published by the Cayman Islands General Registry and consolidated on legislation.gov.ky.
How segregation actually works.
How does segregation work in a Cayman SPC?
The segregation principle
Assets attributable to a portfolio are held separately from the general assets and from the assets of every other portfolio. They are held exclusively for the benefit of that portfolio's owners and any counterparty to a transaction linked to it. This is statutory, not contractual, which is why it is preferred over limited-recourse drafting.
Where recourse stops, and where it does not
A creditor in respect of a portfolio has recourse to that portfolio's assets and, unless the articles specifically prohibit it, to the SPC's general assets to the extent the portfolio assets are insufficient. Excluding that second limb is a drafting decision taken at incorporation, and it is the single most consequential clause in the articles.
Creating a portfolio
By resolution of the directors. There is no separate registration with the Registrar of Companies, so a new portfolio can be live in days. An annual filing is made each January listing the portfolios then in existence, alongside the ordinary annual return.
Naming and execution
The company name must include "Segregated Portfolio Company" or "SPC", and each portfolio is separately named. Contracts must be executed in the name of the relevant portfolio so that counterparties know which pool they are contracting with. Sloppy execution wording is how segregation gets tested in court.
Winding up
An SPC is wound up like any other exempted company, except that leave of the Grand Court is required where the SPC is in receivership. A liquidator must maintain the same segregation the directors were bound to, and discharge each portfolio's creditors from that portfolio's assets.
The trap nobody warns you about
Standard bank documentation frequently grants rights of set-off across every account a customer holds. Applied to an SPC, that can cut straight through the segregation and let one portfolio's liabilities reach another portfolio's cash. Account documentation has to be reviewed specifically for this before the accounts are opened. It is the most common practical failure we are asked to unwind.
What an SPC is used for.
Fund platforms
Each strategy or share class in its own portfolio under one entity, one board and one set of constitutional documents. Launching strategy number four is a board resolution rather than a fourth incorporation. See Cayman fund formation for the CIMA side.
Managed accounts
Separately managed account programmes where each client's mandate is legally ring-fenced from every other, without the administrative weight of one company per client.
Emerging manager incubators
A platform sponsor holds the SPC; each emerging manager occupies a portfolio. Managers get an institutional wrapper without funding a full launch, and the sponsor keeps the strategies legally separate.
Regulated funds
Where the SPC itself is a registered fund, each portfolio must be notified to CIMA and comply with the rules for a registered mutual fund or private fund. See Cayman fund formation for classification and registration.
Insurance
Rent-a-captive, life and annuity, transformer and financial guarantee structures. Each participant occupies its own portfolio, which is materially cheaper and simpler than a standalone captive per participant.
Securitisation and derivatives
Structured finance vehicles where each issuance or series must be insulated from the others. Statutory segregation is generally preferred to contractual limited recourse.
Digital asset strategies
Crypto and digital-asset portfolios ring-fenced from one another. Where custody, exchange or transfer services are provided, the CIMA VASP position is assessed alongside the structure.
Asset holding
Aircraft, vessels and property portfolios where each asset sits in its own portfolio, so a claim against one asset cannot reach the others.
When an SPC is the wrong answer
If there is only ever going to be one pool, an ordinary Cayman exempted company at $4,500 is cheaper and simpler. If investors need to own the vehicle directly and separately, separate companies may serve better. And if the vehicle should belong to nobody at all, that is a foundation company. We say so rather than selling the more expensive structure.
What a Cayman SPC actually costs.
How much does a Cayman SPC cost?
| Component | Who sets it | Amount |
|---|---|---|
| Incorporation and SPC registration under Part XIV | Sovera | Included |
| Registered office and agent, year one | Sovera | Included |
| Beneficial ownership register established | Sovera | Included |
| All-in Year 1 total | $5,500 | |
| Government registration fee | Registrar | approx. US$1,464 to US$3,742 by authorised share capital |
| SPC-specific annual fee | Registrar | approx. US$2,439 |
| Additional annual fee per segregated portfolio | Registrar | approx. US$488 each, capped near US$7,317 |
| Express incorporation in 24 hours | Registrar | additional government fee |
Why the per-portfolio fee matters
The economics of an SPC turn on the cap. Because the additional annual fee per portfolio is capped, the marginal cost of the tenth portfolio is far lower than the first, and lower still than incorporating a tenth company. That is the arithmetic that makes platforms work, and it is why a manager expecting three or more pools should model the SPC against separate companies before choosing. Where the platform sits under a group parent, a Cayman holding company is usually the layer above.
Against a separate company per strategy
Four strategies as four exempted companies means four incorporations at $4,500, four registered offices, four boards and four sets of annual filings. The same four as portfolios of one SPC is a single $5,500 formation, one registered office, one board and one annual return with a portfolio schedule attached. The saving compounds every year, not just at launch.
Government fees are set by the Cayman Islands Registrar of Companies and itemised at cost in the written proposal. Figures are indicative and confirmed before filing.
What the directors must actually do.
What duties do SPC directors have?
The Companies Act places the segregation duty on the directors personally, not on the structure. Registering as an SPC creates the legal separation; the directors have to maintain it in practice, and a court asked to test it will look at operations rather than at the certificate.
Operational segregation
Separate bank, custody and trading accounts opened in the name of each portfolio. Records kept so that every asset and liability can be attributed to a specific portfolio or to general assets. Nothing commingled, even temporarily, and no netting across portfolios.
Contractual discipline
Every contract executed in the name of the relevant portfolio, so counterparties know which pool is on the other side. Bank documentation reviewed to strip cross-account set-off. Where the articles exclude recourse to general assets, that limitation stated to counterparties rather than assumed.
Where an SPC is a regulated fund
Each portfolio of a CIMA-registered SPC must be notified to CIMA once established and must comply with the regulations applicable to a registered mutual fund or private fund. That includes the applicable minimum investment requirements and annual audited financial statements for each portfolio, including single-investor portfolios. Managers planning a platform routinely underestimate this, and it changes the economics of small portfolios.
Formation, step by step
Six stages. Incorporation completes in 3 to 5 business days, or 24 hours on an express basis, and portfolios follow by board resolution.
How long does it take to form a Cayman SPC?
Portfolio architecture
How many portfolios, what sits in each, and critically whether the articles should exclude recourse to general assets. This is settled before drafting because it cannot be retrofitted cheaply.
Name & due diligence
The name must include Segregated Portfolio Company or SPC. KYC runs in parallel on the beneficial owners and proposed directors.
Incorporation & Part XIV registration
The exempted company is incorporated and registered as an SPC with the Registrar. CIMA consent is required only when re-registering an existing CIMA-licensed company, not for a new one.
Establish portfolios
Each portfolio created by directors' resolution, named, and recorded. No separate registration at the Registrar is required.
Operational segregation
Bank, custody and trading accounts opened per portfolio, and account documentation reviewed to remove cross-portfolio set-off rights before anything is signed.
Filings & ongoing
Beneficial ownership register, economic substance notification, and the January annual return with the schedule of portfolio movements.
Cayman SPC questions.
Portfolio structures, scoped in writing.
Tell us how many portfolios you need and what sits in each. We respond within twenty-four hours with a dated, priced and signed proposal covering the SPC, the portfolio architecture and the articles. No marketing call. No sequence.
Grand Cayman, Cayman Islands
United Arab Emirates