New CIMA Regulatory Exemptions for BISX-Listed Groups

Following submissions by the Maples Group Regulatory and Finance teams, the Cayman Islands Monetary Authority (“CIMA”) has added the Bahamas International Securities Exchange (“BISX”) to its List of Approved Stock Exchanges, effective 20 August 2026. This is a significant development for BISX-listed entities and their groups operating within the Cayman Islands regulatory framework.

The change has two practical implications:

• It may streamline change of control processes for BISX-listed groups holding CIMA-licensed entities; and
• If BISX is also added to the Cayman Islands Registrar’s List of Approved Stock Exchanges under the Companies Act, then it may simplify beneficial ownership reporting for BISX-listed entities and their subsidiaries.

Change of Control Exemptions

Under Cayman Islands law, any person seeking to become a ‘controller’ of a CIMA-licensed entity must first obtain CIMA’s written approval. Certain of these laws go further, requiring CIMA’s prior approval for any issuance, transfer, disposal or other dealing in shares of the licensee, directly or indirectly, not just transactions that result in a change of control.

This prior-approval requirement applies across the following key statutes (together, the “Regulatory Acts”):

• the Banks and Trust Companies Act (As Revised) (subsection 7(2));
• the Companies Management Act (As Revised) (subsection 9(2));
• the Mutual Funds Act (As Revised) (subsection 13(2));
• the Private Funds Act (As Revised) (subsection 5(3));
• the Securities Investment Business Act (As Revised) (subsection 8(2));
• the Insurance Act (As Revised) (subsection 12(3)); and
• the Virtual Asset (Service Providers) Act (As Revised) (subsection 28(7)).

For further background on the change of control process, see our guide: CIMA Change of Control Process: A Guide for Cayman Islands Regulated Entities.

Each Regulatory Act exempts entities from these prior-approval requirements (including, where applicable, the broader share dealing and transfer restrictions), where the licensee, or a parent entity in its ownership chain, is listed on a CIMA-approved stock exchange. The rationale is straightforward: listed entities are already subject to robust disclosure, governance and regulatory oversight, making additional CIMA approval unnecessary in many cases.  Where the exemption is granted, certain more limited post-transaction notification obligations apply.

With BISX now on CIMA’s Approved List of Stock Exchanges, entities listed on BISX (or those whose ultimate holding company or relevant parent is listed on BISX) may rely (following application and grant by CIMA) on these publicly listed exemptions. In practice, this can significantly streamline not only the change of control process but also routine share transfers and issuances for BISX-listed groups, removing the need for case-by-case CIMA approval.

Beneficial Ownership Implications

Importantly, BISX’s addition to CIMA’s Approved List of Stock Exchanges does not automatically extend to the Registrar’s Approved List of Stock Exchanges under the Companies Act. These are separate lists, and the distinction matters for beneficial ownership compliance.

Under the Beneficial Ownership Transparency Act (“BOTA”), Cayman Islands legal persons must identify their registrable beneficial owners and maintain up-to-date beneficial ownership registers. However, entities listed on an ‘approved stock exchange’ (defined under BOTA as a stock exchange listed in Schedule 4 of the Companies Act) may qualify for a simplified reporting regime (an “alternative route to compliance”). Rather than disclosing full beneficial ownership information, these entities need only report limited particulars such as the name and jurisdiction of the stock exchange.

This streamlined approach recognises that listed entities are already subject to extensive public disclosure obligations, reducing duplication and administrative burden.

BISX-listed entities and their subsidiaries should therefore monitor whether the Registrar adds BISX to Schedule 4 of the Companies Act, a step that would unlock simplified beneficial ownership reporting in the Cayman Islands for such entities.

Key Takeaways

• BISX is now a CIMA-approved stock exchange (effective 20 August 2026).
• Change of control and share dealings: BISX-listed entities and their groups may now rely on publicly listed exemptions under the Regulatory Acts, streamlining both the change of control process and routine share transfers and issuances involving CIMA-licensed entities.
• Beneficial ownership: Simplified reporting under BOTA will only apply to BISX-listed entities once the Registrar adds BISX to Schedule 4 of the Companies Act.