Qualifications for Cayman professional directors

Read our article in the Cayman Financial Review Magazine, eversion


The Directors’ Education and Accreditation Programme

Any Cayman Islands based director of an investment vehicle
will have witnessed an increased activism by investors. This is of course
driven by the Madoff effect and the financial crisis generally. Stakeholders
are requiring advisors, fiduciaries and board members to exhibit and maintain
high professional and ethical standards of care, diligence, competence and
fairness in the stewardship of resources and assets entrusted to them,
especially with regards to the custody/existence and valuation of assets.

This of course has a knock-on effect to the service providers
in the discharge of their duties and the role of the independent director to
ensure that the service providers undertake the activities delegated to them.
In particular there has been increased requests to the Cayman Islands
Director’s Association’s (CIDA) member directors by investors conducting due
diligence. These days, it is not uncommon for investors to perform background
checks on the fund’s directors and engage in on-site due diligence of
independent directors.

The demands placed on Cayman Islands directors by investors
is not new to the experienced professionals who act as directors but what is
new is the increase in the number of requests the directors are receiving. With
registered mutual funds at or around all time highs in the Cayman Islands,
there continues to be a demand for competent and experienced independent Cayman
Islands directors. It is fair to say that since the inception of the Mutual
Funds Law in 1993 the role of the directors has expanded both in terms of
actual duties as well as the expectations of a director’s awareness of sector
specific corporate governance and best practices. This of course has been met
by experienced professionals moving from the likes of the Monetary Authority
and administrators, who have considerable operational experience, to act as
directors on investment vehicles. The Cayman Islands are somewhat unique in
that we have a profession of being a full-time director.

CIDA was established in 2008 in recognition of the
importance of the role of an independent director and the number of
professionals involved with the provision of the fiduciary services in the
Cayman Islands. CIDA currently has over 165 members who must be resident in the
Cayman Islands and are directors of one or more Cayman Islands registered

Although the majority of the members of CIDA focus on
providing corporate governance to hedge funds, CIDA is comprised of all sectors
of the fiduciary services industries, from family companies to large financial
service providers and it can rightfully claim to be the de facto voice of the
director in the Cayman Islands. Furthermore, CIDA is committed to furthering
the education and standard of directors in the Cayman Islands. In furtherance
of its aims, CIDA has already issued a Code of Conduct for CIDA members, which
is based, with permission, on the Institute of Directors’ Code of Conduct in
the UK.

CIDA has brought the Directors’ Education and Accreditation
Programme back to the Cayman Islands for a second year, in conjunction with the
Institute of Chartered Secretaries and Administrators in Canada to offer
members of CIDA the opportunity to take the ICSA’s Directors’ Education and Accreditation
Programme to become an accredited director. The ICSA’s director’s accreditation
programme provides a valuable update and focuses on recent trends and
requirements for good governance, risk management, strategy and financial
management for existing and aspiring directors.

The recent ICSA director’s education and accreditation
programme was held in Grand Cayman on 24 to 26 May at the Westin Hotel and was
attended by 21 resident directors. The attendees had the benefit of two
renowned presenters from ICSA in Canada over the three days. CIDA has received
positive feedback on the course from the attendees, who also had to sit a
series of examinations during the course of the programme. The main topics
included the governance and critical analytic skills that may be relevant to
any board of directors. If successful in their examinations, the attendees will
be awarded Accredited Director designation.

The Accredited Director designation recognises the member’s
commitment to professionalism and excellence in the discharge of his or her
duties as a director. The successful candidates are entitled to carry the
letters ‘Acc.Dir’ after their name. It is hoped that the attendees will be as
successful as the 2010 course, where 23 members of CIDA successfully passed the
ICSA exams and gained the ‘Acc.Dir’ designation.

The Directors’ Education and Accreditation Programme is
aimed at both experienced and newly appointed directors and is designed for
busy people, who were able to receive the critical content in an intensive
fashion. The programme featured a mix of presentations, discussions and case
studies with an exam after each of the modules.

The programme offered CIDA’s members a great opportunity to
refresh their skill set and at the same time gain exposure to the types of
issues that may not normally arise on the boards to which they serve.

CIDA has developed an excellent working relationship with
ICSA and the aims of ICSA are aligned with CIDA, in that they have at the
forefront of their agenda to lead and shape governance whilst promoting the
best practice essential for organisational performance. Further ICSA state that
they are committed to strengthening and advancing good governance procedures
and the efficient administration of every type of organisation in business and
government. CIDA and ICSA understand that good governance is fundamental to
good business decision-making and organisational performance. ICSA now has a
worldwide membership of 45,000 plus 28,000 students in over 70 countries,
working to ensure the smooth functioning and best practice in corporate
governance and business management.

CIDA are confident in their choice of partner in running the
programme and Paul Harris the president of CIDA commented that “CIDA are
proud to be associated with ICSA and we are pleased to bring the Accredited
Directors course back to the Cayman Islands. This only goes to demonstrate how
seriously CIDA considers the continued education of directors in the Cayman
Islands regardless of their experience. We are pleased both by the quality of
the attendees and the lecturers provided by ICSA, and if these participants are
successful then we will have additional Accredited Directors in the Cayman
Islands. This underlines, what all informed professionals already know about
the Cayman Islands, that we are and always have been serious about our
fiduciary obligations.”

Qualifications for Cayman professional directors

Successful candidates from the programme held in 2010.
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David Egglishaw

David is an accredited director and qualified chartered accountant with over 16 years experience acting as a director of investment vehicles from the Cayman Islands and has spoken at conferences and seminars on the subject. He is currently an executive member of the Cayman Islands Directors Association.

David Egglishaw
Director and Co-Founder
Summit Management Limited

T: +1 (345) 926 4020
E: [email protected]
W: www.sml.ky 

Victor Murray

Prior to joining MG Management Ltd. Mr. Murray was a Senior Vice President of Maples Fiduciary Services, providing similar services. From 2002 to 2007 Mr. Murray worked with Citco Fund Services (Cayman Islands) Limited where he was the in-house counsel advising on a wide range of corporate and financial oriented legal matters. He was also responsible for the corporate governance of a number of complex investment vehicles. Prior to joining Citco, Mr. Murray was in private legal practice as a Solicitor (Lawyer) in Scotland.   Victor is admitted as a lawyer in Scotland and the State of New York (non-practising); he is also an accredited director. He specialises in fiduciary services, providing independent directorships and trustee services to mutual funds. Victor is currently an executive member and assistant secretary of the Cayman Islands Directors Association. 

Victor Murray, LLB, Dip LP, Acc. Dir., NP
Independent Director
MG Management Ltd
2F Landmark Square
64 Earth Close, Seven Mile Beach
10 Market Street, PO Box #703
Camana Bay
Grand Cayman KY1-9006

T: +1 (345) 814 5722
: mgcayman.com