Changes to Control of Borrowing Order - Summary

On 13 April 2026, the Control of Borrowing (Jersey) Amendment Order 2026 (the Amendment Order) came into force, delivering a first round of targeted reforms.

The broader objective is to phase out the COBO regime in its entirety, with further legislative action anticipated during the remainder of 2026 and into 2027. These changes form part of the Government of Jersey and the JFSC's wider Competitiveness Programme, which is directed at streamlining regulatory processes and reducing administrative burdens across the financial services sector.

Who is Affected

The changes are of direct relevance to legal advisers, fund administrators, trust companies, corporate service providers, investment managers, and those involved in structuring non-fund vehicles. Key Changes Several categories of COBO consent have been abolished or significantly curtailed by the Amendment Order:

• Government Securities (Article 7 deleted): The obligation to seek approval for registering securities issued by governments other than those of the UK, Jersey, or Guernsey has been abolished.
• Unit Trusts (Article 9 limited): Consent is now only required where a unit trust constitutes an "investment fund" as newly defined in Article 14(6) of COBO. In practice, most Jersey property unit trusts (JPUTs) are structured as single-asset vehicles that do not meet that definition and therefore no longer need approval. The resulting reduction in lead times should be particularly welcome in real estate transactions, where deal timetables are often compressed.
• Non-Jersey Entities (including NDNFs): Offshore vehicles that raise capital through Jersey—for example, by holding a Jersey bank account—or that maintain a Jersey registration no longer need consent, provided they are not investment funds. The change touches a wide range of COBO provisions and covers foreign companies, offshore unit trusts, limited partnerships, limited liability partnerships, and limited liability companies. It will be of particular benefit to corporate groups whose Jersey office acts as the administrative hub for foreign SPVs and similar structures. Where consent had previously been obtained for a unit trust or non-domestic non-fund entity (NDNF) that no longer falls within the regime, that consent is treated as having expired; however, anything done in legitimate reliance on a prior consent continues to be valid.
• Offers to Professional Investors (Articles 8, 10(1)(c), 11(1)(c), 11A(1)(c) limited): Consent is no longer needed to circulate offers in Jersey for interests in foreign companies, unit trusts, limited partnerships, limited liability partnerships, or limited liability companies, except where the offer is directed at retail investors. A new standalone definition of "retail investor" has been added to COBO to draw this distinction. Because the overwhelming majority of COBO applications have historically related to professional-investor offerings, this single change is expected to produce the largest overall reduction in consent applications.
• Investment Business Exemption Orders (PIRS and SPIB): Both the PIRS and SPIB exemption frameworks previously required the entity in question to hold a “relevant consent” under COBO. That condition has been deleted, meaning the exemptions now extend to a broader range of vehicles—including offshore joint ventures, private wealth structures, and discretionary trusts—that were not originally contemplated by the COBO regime.
• Collective Investment Funds (Restriction of Scope) Order 2000: The corresponding approval obligation under this order has likewise been eliminated.

Related Changes

Separately, the Companies (General Provisions) (Jersey) Amendment Order 2026 (the GPO Amendment), effective from 6 March 2026, has reduced the circumstances in which an issuer must produce a prospectus. An equivalent adjustment has been made to certain regulated fund structures by the Collective Investment Funds (Certified Funds – Prospectuses) (Jersey) Amendment Order 2026. Together with the Amendment Order, these instruments represent a significant scaling back of the regulatory requirements applicable to Jersey market participants.

What Remains Unchanged

Consent remains a prerequisite where a foreign prospectus is directed at retail investors in Jersey, reflecting the new definition of that term introduced by the Amendment Order. Jersey-domiciled private funds (such as JPFs) and special purpose vehicles, including securities issuance platforms, continue to sit within the existing consent framework. All other categories of COBO application are unaffected. The ability to rely on the registration exemption under the Financial Services (Jersey) Law 1998, and on the carve-out from collective investment fund status under the Collective Investment (Jersey) Law 1988, is preserved where the relevant conditions are met. Obligations under the AML/CFT/CPF framework and Schedule 2 registration requirements under the financial crime legislation remain in full force.

Recommended Industry Actions

Firms should review internal processes to identify any steps that depended on the COBO provisions that have now been removed, update compliance manuals and product governance documentation, determine whether any non-fund or prospectus-related activity continues to fall within the reduced scope of Articles 8, 9, 10, 11, and 11A, and classify their investor base where offshore offerings are marketed into Jersey. Those active in investment management, funds, private wealth, cross-border structuring, or UK-listed sectors should assess existing and pipeline arrangements for opportunities to simplify procedures or adopt alternative structures in light of the changes.

Next Steps

Further practical guidance is expected as the Government and the JFSC progress through the remaining stages of the COBO phase-out during 2026 and into 2027.