Business entities in Jersey
Healy Consultants will be happy to assist our Clients to form the optimal business entity for their operations in Jersey. Foreign entrepreneurs have a wide array of doing business options in Jersey, but the most commonly accepted way to do business from Jersey is the setting up of a Jersey limited liability company.
Best for entrepreneurs – The Jersey private limited company
- Jersey limited companies in can be registered with i) a single shareholder and ii) a single director, whom both can be of any nationality and are not required to be ordinarily resident of Jersey. The minimum capital required for LLC incorporation is low at only €1;
- All Jersey companies must appoint a company secretary resident in Jersey. A sole director cannot be appointed as secretary;
- Limited companies can appoint up to 30 shareholders, in which case it is classified as private limited company. This needs to be indicated in the Memorandum and articles of associated.
The Jersey public limited company
- The following conditions must be fulfilled for a Jersey limited company to be classified as public: i) the M&AA must state the entity is PLC and ii) at least 2 shareholders of any nationality are appointed and iii) annual audited financial statements are submitted to the Jersey Financial Services Commission (JFSC). At any time, a limited company can apply to the JFSC to be converted to a PLC and vice versa;
- A public limited company requires to appoint at least i) one director of any nationality and ii) one company secretary, resident in Jersey. The company secretary must follow several certain mandatory prescribed qualifications;
- Prior to incorporation, an application must be made seeking consent to issue shares pursuant to the Control of Borrowing (Jersey) Order 1958 (as amended) (the “COBO Legislation”). If any securities are offered to the public the Prospectus must be filed with the Jersey Registrar of Companies in Jersey and it must also contain certain information and statements pursuant to the Companies (General Provisions) (Jersey) Order 1992 (the “1992 Order”);
- Healy Consultants encourages our Clients’ incorporate a PLC instead of an LLC, it looks better to global customers and suppliers and banks. The PLC can engage in all commercial activities, including i) international trading of goods and services; ii) the acquisition of investments and financing and iii) the administration of real estate. A Jersey PLC is formed in the same way as an LLC.
The Jersey branch office
- Foreign companies can do business in Jersey under their business name via a local branch office. Because branches are not considered as separate legal entities, their parent company will be subject to unlimited liability for losses incurred by the Jersey branch;
- The Jersey branch must appoint a resident legal representative. This said, there are no capital requirements for this type of entity.
The Jersey representative office
- A great alternative to a branch office is the Jersey representative office. This entity can be 100% foreign owned, but cannot pursue any commercial activities in Jersey;
- As a result, this entity can only operate in the following fields: i) promote the business of the parent company; ii) market research and iii) liaison activities.
The Jersey trust
- Jersey trusts called private trust companies (“PTC”) is a type of company most commonly used to act as trustee for specific group in relation to a family. The entire board of directors of a Jersey Trust can consist of family members;
- A Jersey trust does not need to obtain approval from JFSC, but simply notify of the incorporation name;
- This structure requires annual return filling, however there is no mandatory requirement for external audit.