In the first merger of a licensed hedge fund using the recently-enacted Companies (Amendment) Law 2011 of the Cayman Islands, a merger between BTG Pactual Banking Limited into BTG Pactual S.A., gives BTG Pactual S.A., a Brazil domicile, even though the banking operations are now conducted through a Cayman branch of the same company.
“The ability of our client to complete this transaction and provide seamless service to its customers was enabled by the provisions in the amended Cayman Islands legislation,” said Peter Cockhill, managing partner at BTG Pactual, said, “The result is a new structure for BTG Pactual S.A. in the Cayman Islands that offers greater efficiencies to support the activities of its businesses around the world.”
BTG Pactual S.A., part of the BTG Pactual Group, has operations in Brazil, New York and London.
The reorganisation involved merging BTG Pactual Banking Limited into BTG Pactual S.A. with the result that banking operations are now conducted through a Cayman branch of BTG Pactual S.A. rather than by a subsidiary.
Although the merger was completed under Cayman law, the surviving entity, BTG Pactual S.A., remains a Brazilian company. Prior to the amended merger provisions introduced in April 2011 it was only possible to merge a Cayman company with a foreign company if the surviving entity was a Cayman company.