Securities Investment Business (Registration and Deregistration) Regulations (2026 Revision)

Summary

This is the consolidated 2026 Revision of the Securities Investment Business (Registration and Deregistration) Regulations, made under the Securities Investment Business Act (2020 Revision). It sets out the practical procedures that persons carrying on securities investment business in the Cayman Islands (referred to as 'registered persons') must follow to register with, and later deregister from, the Cayman Islands Monetary Authority (CIMA).

Registration requirements

The regulations specify what an application for registration must contain: a completed application form, supporting information and the registration fee. They also detail the Schedule form requiring extensive corporate, ownership, beneficial ownership, service-provider and AML/CFT officer information.

Deregistration pathways

The regulations set out distinct deregistration pathways depending on why a registered person is ceasing business, each requiring specific documents before CIMA will grant deregistration.

• General cessation: cessation of regulated activity generally.
• Voluntary liquidation: a pathway for voluntary liquidation.
• Court-supervised or court-ordered liquidation: a pathway for liquidation supervised or ordered by a court.
• Merger: merger with another registered person.
• Transfer to another jurisdiction: a pathway for transferring to another jurisdiction.
• Never carried on business: a pathway for entities that never carried on business.

Each pathway requires specific documents, such as board resolutions, affidavits from a senior officer, liquidation forms, court orders, or merger certificates, before CIMA will grant deregistration.

The regulations also fix registration and annual fees payable to CIMA. Overall, this is a procedural/administrative regulation rather than a substantive conduct-of-business rule, but it creates binding filing and documentation obligations for any entity registering or deregistering as a securities investment business participant in the Cayman Islands.

Key obligations

• An applicant for registration as a registered person must submit the completed application form, any additional information requested by CIMA, and the registration fee.
• A registered person that ceases to carry on any Schedule 2 regulated activity must apply to CIMA for deregistration, ensuring all fees are paid, annual declarations submitted, and no outstanding queries or regulatory filings remain before applying.
• A deregistration applicant must submit written notice of intent to deregister, the deregistration fee, a certified copy of a resolution of senior officers stating the cessation date, and a senior officer's affidavit covering the reasons for cessation, compliance with constitutional documents, proper termination/transfer of client relationships, absence of prejudice to clients/creditors, and the entity's future status.
• A registered person ceasing business due to voluntary liquidation must provide CIMA with the notice of voluntary winding up, the liquidator's consent to act, and a declaration of solvency (using the specified Companies Winding Up Rules forms).
• A registered person ceasing business due to court-supervised or court-appointed liquidation must provide CIMA with a certified copy of the Grand Court's supervision or winding-up order.
• A registered person merging with another registered person must apply for prior approval of the merger (with resolutions and the merger plan/appendices) and, once the merger is effective, provide CIMA with a certified copy of the certificate of merger within seven days of its issuance.
• A registered person transferring its legal entity to another jurisdiction must provide an affidavit from a senior officer covering the reason for transfer, compliance with constitutional documents, and absence of prejudice to clients/creditors.
• A registered person that has never carried on business must provide an affidavit from a senior officer attesting to that fact when applying for deregistration.
• An applicant for registration must pay a registration fee of six thousand dollars to CIMA, and a registered person must pay an annual fee of six thousand dollars to CIMA.

Applies to

registered persons under the Securities Investment Business Act, applicants for registration as a registered person, securities investment business licensees/registered persons undergoing liquidation, merger, or jurisdictional transfer

Deadlines

• within seven days of its issuance: A surviving registered person must provide CIMA with a certified copy of the certificate of merger within seven days of its issuance, once a CIMA-approved merger becomes effective.

Related documents

• This document is made under Securities Investment Business Law (2020 Revision)
• This document replaces Securities Investment Business (Registration and Deregistration) (Amendment) Regulations, 2024 (SL 77 of 2024)