A foundation company built to be memberless by design — the Cayman wrapper for DAOs and on-chain governance.
A Cayman foundation company is incorporated under the Companies Act with one structural twist: it doesn't need members. Once it dispenses with members, the law requires at least one Supervisor — a role separate from the board, with standing to attend and vote at general meetings and keep watch on the directors [1][2][9]. That's exactly the shape a DAO needs: no named founders or members on the public record, governance anchored to on-chain voting, and a legal counterparty that can sign contracts, hold treasury and issue grants. Cayman levies 0% on income, capital gains or corporate profits [4].
The two things that make this the default DAO wrapper rather than a generic holding company.
The Faceless Foundation structure has no named founders or members — decisions run through the project's own governance protocol [3][11].
Cayman law requires at least one Supervisor to attend and vote at general meetings and keep watch on the directors once a foundation has no members [1][2][9].
Ownership information is kept with the registered office and corporate services provider, not on a public register.
Cayman doesn't tax companies directly — no corporate income tax, no capital gains tax [4].
The two most common foundation wrappers for founders outside the US — here's where they differ.
| Cayman Web3 Foundation | Panama Foundation | |
|---|---|---|
| Tax on the entity | 0% [4] | 0% on foreign-sourced assets/income |
| Governance model | Built for on-chain voting, fully memberless [1][2][3][9] | Founder + 3-person council, civil-law heritage |
| Annual government cost | US$925/yr Companies Registry fee, same tier as any exempted company [8][9], plus a one-time US$500 foundation application fee [5] | US$400/yr flat Tasa Única |
| Best known for | DAO treasuries, token-project governance | Civil-law estate planning, LatAm-facing founders |
Panama suits founders anchored in civil-law succession planning; Cayman suits a project that wants its governance to run on-chain from day one.
A foundation company limited by guarantee is specifically excluded from Cayman's Economic Substance regime, and grant-making or treasury holding isn't one of the Act's nine defined "relevant activities" either way — though like every Cayman entity, it still has to file the annual ES notification confirming that [6][7].
A foundation company pays the same Companies Registry annual fee as any exempted company — US$925/yr at the base authorised-capital tier, due every January — plus a one-time US$500 fee under the Foundation Companies Fees Regulations to register as a foundation in the first place [5][8][9].
What Otonomos charges to set one up.
| FACELESS FOUNDATION (YEAR ONE) | |
|---|---|
| Corporate Nominee Director (annual) | bundled |
| Nominee Supervisory Councillor (annual) | bundled |
| Total | $7,200 |
| COMPLIANCE ADD-ONS | |
|---|---|
| Full Apostille KYC/AML Kit | $2,000 |
| Express Filing | $1,037 |
| Skyline Digital OTC account opening | $1,200 |
| Cross-jurisdictional guidance & structuring advice | $2,000 |
The order page has the live pricing, add-ons and checkout — this page was just the homework.
No — the Faceless Foundation structure is built specifically to have neither, governed instead by on-chain voting.
No — it's kept with the registered office and corporate services provider, not searchable by the public.
Only in a narrow, formal sense. A foundation company limited by guarantee is specifically excluded from the Economic Substance Test, and grant-making or treasury holding isn't a listed "relevant activity" anyway — but like every Cayman entity, it still has to file the annual notification confirming that.