The Cayman Islands Stock Exchange has now published revised Listing Rules, effective April 2017. The principal change is the development of the regime for the listing of equity and debt securities of "Specialist Companies" set out in Chapter 14 of the rules. Originally introduced by the CSX in 2013, the specialist company regime was intended to cater for listings offered for subscription in amounts of US$100,000 or more per investor. That specific threshold has been removed and instead the focus of the specialist company regime has been shifted to allow subscriptions by investors who meet a higher minimum overall level of participation in investments and who are able to satisfy the issuer that they are sufficiently knowledgeable as to financial and business matters and fully aware of the associated risks, together the `qualified purchaser/qualified investor' criteria.
The Chapter 14 rules now also allow for a greater degree of flexibility with the requirement for issuer applicants to file `track records' in the form of audited financial statements. The standard two year requirement is now supplemented by criteria whereby the CSX can allow issuer applicants to submit alternative supporting business and financial materials or otherwise obtain the permission of the CSX for filing audited financial statements for a shorter period, subject to certain conditions.
Newly incorporated issuers will now be able to benefit from and take advantage of the Chapter 14 rules where they are offering securities to non-institutional investors subject to those investors meeting the qualified purchaser/qualified investor criteria.
The revised Listing Rules also include a number of clarifying revisions and various consequential and general updates. A full text of the revised Listing Rules is available from the CSX website at www.csx.ky