In response to the recent announcement concerning the Channel
Islands Stock Exchange (CISX) and its temporary
hold on new listing applications, Appleby are available to advise
clients looking to list specialist debt securities on either the
Bermuda Stock Exchange (BSX) or the Cayman Islands
Stock Exchange (CSX).
Both the BSX and the CSX are "recognised stock
exchanges" under Section 841 of the Income and Corporation
Taxes Act 1988 which enables companies whose securities are listed
on the BSX or CSX to take advantage of the 'quoted eurobond
exemption'. As a result, interest paid on those listed
securities can be made gross without deduction for tax.
The Listing Rules of the three exchanges are very similar in form
and content, and each dedicates a portion of their respective
listing regulations to the listing of specialist debt securities.
The listing procedures, costs and continuing obligation
requirements of the CSX and BSX are comparable to that of the
The CSX adopts a narrower definition of "specialist debt
securities" linking it to securities that are "usually
purchased and traded by a limited number of investors who are
particularly knowledgeable in investment matters." However, in
our experience, the vast majority of holders of these types of
securities that are currently listed on the CISX would fall within
this definition (private equity firms and financial institutions
The BSX has broad scope for what it considers "specialist
debt listing", and includes, for example, asset backed
securities, debt insurance programmes, insurance securitisation
bonds, and any other bonds which, by their nature, are purchased
and traded by investors who are generally very knowledgeable in
All three exchanges require equal and fair treatment to all
holders of a single class of listed securities; that such
securities are in principle freely transferable (subject to certain
approved restrictions); and that an issuer company must have two
years of audited accounts published prior to listing, save where
the issuer falls within the particular exchange's definition of
special purpose vehicle.
The BSX and CSX both require slightly more disclosure of financial
information from an issuer company and its wider group than the
CISX; but these additional requirements are not, in our view,
BSX, CSX and CISX Listing fees are comparable and none are bound
by any European Union Listing Directives. Similarly, none of the
exchanges impose a requirement to appoint a local paying agent or
clear securities through a clearing system.
Please contact us for more details on the similarities and
differences between the three exchanges and for general advice
on listing on the BSX or the CSX.
Appleby has a leading listing practice and is a registered Listing
Agent for both the BSX and the CSX.
Latest Position on the CISX - Exchange
confirms PIK Listings and Redemptions for existing listed Issuers
Click here to view the CISX's Operational
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.
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