Company Registration in Jersey

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Overview of Company Registration in Jersey

Jersey (officially the Bailiwick of Jersey is an island country and self-governing British Crown Dependency nearby the coast of northwest France. Being the  largest of the Channel Islands, it is considered to be effectively self-sufficient for investors in terms of low corporate taxation. The financial service commission of Jersey is considered to be strict and primarily seeks the high end of the offshore market.

Company registration in Jersey can be easy if proper guidance is sought in respect of the same.

Benefits of Company Registration in Jersey

The benefits of company registration in Jersey are enlisted below-

  • A Jersey Company requires a local registered office for conducting its business operations.
  • A Jersey Company has the liberty of issuing both registered and bearer shares.
  • There is an absence of any specific minimum capital requirement for company registration in Jersey.
  • There is no requirement of adopting the official company seal although most companies do it.
  • Jersey is considered to have developed and favourable corporate law with a high level of well-educated.
  • For exempt companies, there is no requirement for maintaining the accounts of annual summaries to be filed.

Types of Companies in Jersey

The types of companies that can be chosen by the applicant for company registration in Jersey are discussed below -

Cell Companies

A cell company can create cells which have their own assets and liabilities, allowing the assets and liabilities to be 'ring-fenced' and kept separate from the 'parent' cell company.  Such a company must be a regulated service provider for administrative and/or secretarial services.

Protected Cell Company (PCC)

A Protected Cell Company is a single legal entity. Both the individual cells and the PCC itself can have assets and liabilities that are ring-fenced from each other.

Incorporated Cell Company (ICC)

Each cell of an Incorporated Cell Company is an incorporated company with its own legal personality having its own assets and liabilities. Individual companies created by the ICC  do not have the liberty to act independently.

Limited and Unlimited companies

In a limited company, the members of the company are legally responsible for the debts of a company only to the extent of the nominal value of their shares.

Members of an unlimited company have unlimited liability for contributing towards the assets of the company upon its dissolution. Some of the requirements of the Companies Law are not applicable to unlimited companies.

Limited life companies

A company can be given a limited life by specifying a fixed time period of its winding up or dissolution in its MOA and AOA.

Par value Company

A par value company can issue shares which have a nominal value per share or a "par" value.  This type of company must maintain a share capital account and a share premium account for any shares issued at a premium. There is an absence of a minimum authorised or issued share capital requirement.

No par value company

A no-par value company issues shares which don't have nominal value. The proceeds from the issue of shares are credited to a stated capital account which facilities the distributions. There isn’t any limit on the number of shares that can be issued. A company can’t have both par value and no par value shares.

Guarantee Company

 In this type of company, each member guarantees for contributing a fixed sum in the event of the winding up of the company. It is possible to have a company with both guarantor members and ordinary members.

Pre Requisites for Company Registration in Jersey

The applicant must fulfil the below-mentioned prerequisites prior to proceeding with company registration in Jersey.

  • The applicant must have a registered office.
  • At least 1 director in the case of a private company and 2 for a public company.
  • 1 Secretary, and in the case of a public company, the secretary can be a CA, advocate Solicitor of the Royal Court.
  • Minimum 1 member in a private company and 2 in a public company, which may be nominees for a single beneficial owner. A public company can also be a wholly owned subsidiary of a single holding company.
  • 1 nominated person.

necessary papers required for Company Registration in Jersey

The below-mentioned necessary papers are required for company registration in Jersey:

  • Form C2B
  • MOA and AOA
  • Notarised Copy of the Passport and address proof of the directors, shareholders and beneficial owners such as name, address, occupation
  • Declaration of solvency and non-bankruptcy of all the shareholders.

Procedure for Company Registration in Jersey

The procedure for company registration in jersey is elaborate below –

Selection of the Company Structure

The applicant intending to register a company in Jersey must select the type of company most suitable as per the nature of business.

Arrangement and Drafting of necessary papers

The next step is to arrange the relevant necessary papers, such as the application form and details of the directors, shareholders and nominated persons, followed by drafting the MOA and AOA of the company.

Filing the Application and Submission of necessary papers

After arranging and drafting the relevant necessary papers, the applicant must file Form C2B and submit it along with the other necessary papers to the Jersey Financial Services Commission.

Approval of Incorporation

After filing the application and submitting the necessary papers, the commission shall verify the same. Upon being satisfied with the adequacy and accuracy of such necessary papers and application, it shall approve the incorporation of the company.

Opening a Corporate Bank Account

 Upon the receipt of the approval for incorporation, the next step shall be the opening of a corporate bank account for the newly incorporated company.

Obtainment of Requisite Business Licences

The applicant must also obtain the requisite business licences depending upon the company's business activities.

 

 

Frequently Asked Questions

The Jersey Financial Services Commission is responsible for company registration in Jersey.

Yes, a company/ corporate entity can be a company director if it is registered for providing director services as per the Financial Services (Jersey) Law 1998. However, it must be noted that all the directors of that company must be natural persons.

A nominated person acts as the main contact with the Registry and provides information.

No, a sole director cannot become a secretary.

A par value company has the liberty to issue shares which have a nominal value per share, or a "par" value, whereas a no par value company issues shares which don't have a nominal value.

A PCC is a single legal entity. Both the individual cells and the PCC itself can have assets and liabilities that are ring-fenced from each other.

 

 

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