Jersey's simplification agenda: new Control of Borrowing Order and Registry changes

The Government of Jersey's Financial Services Competitiveness Programme is in full flow.

Hot on the heels of the announcement of changes to the COBO comes the JFSC's confirmation that it will no longer require information on 10% beneficial owners in all cases when applying to establish an entity.

Although not in themselves ground-breaking, these changes will reduce the administrative burden and clients will feel the benefit of the reduced friction.

Focus on Jersey’s competitive edge

The government's final report and action plan, entitled "Time to Win", was published by the Minister for External Relations at an event on 16 March.

The report acknowledges that clients now have an extensive choice of jurisdiction. The landscape of international financial centres is a competitive one and the winners will be those whose regimes comply with international standards but do so proportionately – avoiding the "gold-plating" that the report accepts Jersey has strayed into in certain areas.

There has already been a great willingness shown to remove any perceived complexities in Jersey's regime and move towards a modern, risk-based system of regulation. So far, we've seen the expansion of the Jersey Private Fund regime to an unlimited number of investors in a private offer and the simplification of the JFSC's sensitive activity policy.

The recently-announced changes continue this trend.

Beneficial ownership thresholds on establishment

As of 31 March 2026, for low-risk applications to register a company or other legal entity, the threshold at which information on a beneficial owner is required to be provided to the JFSC has increased from 10% to 25%. The 25% threshold aligns with the ongoing reporting requirements, and with other international finance centres, and will streamline the process of establishing legal persons in many cases.

There is no need for existing entities to take action – the relevant information will be updated at the next annual confirmation or on any filing prior to that date. The JFSC's Registry Processing Guidance has been updated to assist applicants with the revised process.

Changes to the Control of Borrowing Order

COBO imposes the requirement for JFSC consent to a number of activities, including circulation of an offer in Jersey and creation of interests in legal vehicles.

Part of Jersey's regulatory landscape since 1958, it will shortly be repealed in favour of a modernised regime.

As an interim step, with effect from 13 April 2026:

• COBO consents will no longer be required to establish a unit trust or for non-Jersey entities to be registered here or raise money on island (for example to have a bank account managed here), unless the vehicle in question is an investment fund. Existing consents and their conditions will fall away from that date.
• Allied to the first change, the common regulatory exemptions on which functionaries rely – the Professional Investor Regulated Scheme and Special Purpose Investment Business exemptions – will no longer require a COBO consent as a condition of the exemption applying.
• This will enable non-fund vehicles to be set up more quickly and easily, benefitting clients who operate single-asset SPVs, joint ventures or co-investment arrangements with a functionary or other service provider in Jersey.
• In addition, COBO consent will no longer be required to the circulation of an offer in Jersey in respect of a non-Jersey company, unit trust, limited partnership, LLP or LLC, unless the offer is circulated to retail investors here. For these purposes, a retail investor will be any person who does not fall within a broad range of sophisticated investor criteria (including those under the Jersey Private Fund Guide and Expert Fund Guides and equivalents elsewhere).
• Given the breadth of those non-retail classifications (which include UK FCA and MiFID II professional clients and US SEC accredited investors, and minimum commitments of US$100,000) this change will benefit the vast majority of promoters who seek to access professional or high net worth investors on island.

How Ogier can help

Ogier’s teams are closely engaged with the changing regulatory landscape in Jersey and are well placed to guide clients through the practical implications of the recent and upcoming changes. We advise on the full range of structuring, fund formation and regulatory issues impacted by the Control of Borrowing Order reforms, as well as the wider Competitiveness Programme initiatives.

Contact the team for more information. 

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Disclaimer

This client briefing has been prepared for clients and professional associates of Ogier. The information and expressions of opinion which it contains are not intended to be a comprehensive study or to provide legal advice and should not be treated as a substitute for specific advice concerning individual situations.

Regulatory information can be found under Legal Notice