Business entities in Jersey
Healy Consultants Group PLC 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.
DOING BUSINESS WITH A LOCAL JERSEY ENTITY
The Jersey offshore company (private limited company)
- Jersey limited companies can be registered with i) a single shareholder; ii) a company secretary and iii) a single director, whom both can be of any nationality. Healy Consultants will provide a company secretary who is required to be ordinarily resident of Jersey. The minimum capital required for incorporation is £1;
- Jersey companies are not subject to corporate income tax in Jersey, unless they offer financial services (rate of 10%) or utility services (rate of 20%);
- Effective 1 January 2019, Jersey entities including i) investment holding companies ii) IP companies iii) trading companies iv) professional service providers and v) funds and other financial services companies are required to employ local staff and lease a physical office.
- Best uses for a Jersey offshore company: Jersey offshore companies are good vehicles to offer financial services within the EU. They are however increasingly looked upon with suspicion by EU Governments and the recent Brexit has also created uncertainties regarding using them to hold European assets or to trade with EU customers.
The Jersey public limited company (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; 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 private limited company can apply to the JFSC to be converted to a PLC and vice versa;
- Prior to incorporation, an application must be made to issue shares as per the COBO Legislation. If any securities are offered to the public, it is also necessary to file a prospectus with the Jersey Registrar of Companies;
- Best uses for a Jersey public limited company: Healy Consultants Group PLC encourages our Clients to incorporate a PLC instead of an LLC as such entity looks better to global customers, suppliers and banks. A PLC can engage in all commercial activities, including i) international trading of goods and services; ii) acquisition of investments and financing, and iii) administration of real estate.
The Jersey limited liability partnership (LLP)
- Limited liability partnerships in Jersey are formed by a minimum of two. In Jersey, all “limited partners” will only be liable to the extent of their (unpaid) contribution to the partnership;
- Best uses for a limited partnership: Jersey LLP is a good alternative to LLC registration, especially for Clients planning to provide professional services, such as accounting or legal services.
Jersey financial companies
Please visit our Jersey financial companies page for detailed, accurate and complete information on the different types of entities available in Jersey for the provision of financial services, the licensing and the registration requirements.
DOING BUSINESS IN JERSEY WITH A FOREIGN ENTITY
The Jersey branch office
- Foreign company can do business in Jersey under its business name via a local branch office. Because branches are not considered as separate legal entities, their parent companies will be subject to unlimited liability for losses incurred by the Jersey branches;
- The Jersey branch must appoint a resident legal representative. This said, there are no capital requirements for this type of entity;
- Best uses for a Jersey branch: the registration of a branch in Jersey can be attractive to provide financial, insurance and banking services while legally minimizing taxation and compliance requirements. Otherwise, it is seldom recommended to use a branch instead of a subsidiary to do business from Jersey.
The Jersey representative office
- The representative office of a foreign company in Jersey cannot pursue any commercial or productive activities in Jersey;
- Best uses for a Jersey representative office: marketing and research activities. In most cases, a representative office is not the optimal business entity in Jersey.
HOLDING GLOBAL ASSETS WITH A JERSEY ENTITY
The Jersey offshore trust
- Foreigners can sign a trust agreement under Jersey laws to transfer their assets to a local trustee. Jersey is an attractive location to do so because local Jersey Trust laws are protective of the rights of foreign beneficiaries, who can require the Royal Court of Jersey to enforce the trust agreement and the trustee’s obligations;
- There is no public registrar of trusts in Jersey. However, the trustee is still required to submit an annual filing for the assets put under the trust and any income generated;
- Best uses for a Jersey trust: Jersey trust is a good arrangement to protect assets and to plan inheritance matters in a tax efficient way.
The Jersey foundation
- A Jersey foundation can be registered by at least one founder who is also required to appoint i) a management council, comprising a minimum of one Jersey resident registered as a financial services provider with the Jersey Financial Services Commission and ii) one guardian, who needs not to be resident in Jersey;
- Unlike a trust, a foundation can trade under its own name and does not need to have beneficiaries. It is important to note that beneficiaries’ access to information on the assets and management of the foundation are severely restricted;
- Best uses for a Jersey foundation: Jersey foundation is a good vehicle for wealth management. It can often legally reduce personal or corporate taxation of a high-net-worth family.
Table of comparison between Jersey entities
|Entity type||LLC||PLC||LLP||Branch office||Representative office||Trust||Foundation|
|Also known as||Private limited company||Limited company||Limited liability partnership||Branch||RO||Trust||Foundation|
|Operations and logistics|
|Doing business in Jersey permitted?||Yes||Yes||Yes||Yes||No||No||Yes|
|Allowed to sign contracts with Clients?||Yes||Yes||Yes||Yes||No||No||Yes|
|Allowed to invoice Clients?||Yes||Yes||Yes||Yes||No||No||Yes|
|Can register the company with a virtual office solution?||Yes||Yes||Yes||Yes||Yes||Yes||Yes|
|Allowed to import raw materials?||Yes||Yes||Yes||Yes||No||No||Yes|
|Allowed to export goods?||Yes||Yes||Yes||Yes||No||No||Yes|
|Accounting and tax|
|Standard Jersey corporate tax?||0%||0%||0%||0%||0%||0%||0%|
|Corporate bank account?||HSBC||Barclays||Lloyd's||Societe Generale||DB||Standard Bank||Barclays|
|Statutory audit always required?||No||Yes||No||No||No||No||No|
|Annual tax return to be submitted?||No||No||No||No||No||No||No|
|Access to DTAAs?||No||No||No||No||No||No||No|
|Issued share capital required?||£1||£1||£2||None||None||£1||£1|
|Resident director/manager required?||No||No||No||Yes||Yes||Yes||Yes|
|Jersey shareholder /partner required?||No||No||No||No||No||No||No|
|Minimum number of directors/managers?||1||1||1||1||1||1||1|
|Minimum number of shareholders/partners?||1||1||2||Parent company||Parent company||1||1|
|Individual shareholders/partners allowed?||Yes||Yes||Yes||No||No||Yes||Yes|
|Corporate shareholders/partners allowed?||Yes||Yes||Yes||Parent company||Parent company||Yes||Yes|
|Public register of shareholders and directors?||No||No||No||No||No||No||No|
|Estimate of engagement costs||£13,960||£16,610||£15,160||£14,460||£13,750||£16,700||£16,700|
|Draft invoice||View invoice PDF||View invoice PDF||View invoice PDF||View invoice PDF||View invoice PDF||View invoice PDF||View invoice PDF|