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Jersey Company Formation
Jersey is one of two Islands located between the UK and France that are collectively known as The Channel Islands. While Jersey has been a British Crown Dependency since 1066 it is completely politically independent
Jersey Company Law is largely based on English Common Law. It does have some French modifications which has amended the English Companies Act 1948 to the Companies (Jersey) Act 1991. Companies formed in Jersey for the purpose of carrying out International Business are called ‘exempt’ companies and are not permitted to carry out business in Jersey this is because a normal resident company is not tax exempt. Non Jersey residents can own all of the shares in a Jersey Company.
The Jersey Pound is the Island’s currency, the notes and coins of which are interchangeable with the British Pound.
Jersey Exempt Company Benefits
There are a number of reasons why Jersey is considered by many to be the best offshore Jurisdiction, including;
- Zero Tax on income – All Jersey ‘exempt’ (non-resident) companies will pay 0% corporate tax unless they are;
- Rental and property development companies which pay a 20% tax rate;
- Utility companies (i.e. gas, electricity, water, etc.) pay a 20% tax rate; and
- Financial services providers (i.e. banks, financial services companies, trusts, etc.) pay a 10% tax rate.
- Resident companies on the other hand pay corporate tax at 20% on income no matter where in the world it was derived.
- Low Goods and Services Tax - The Jersey Goods and Services Tax (GST) is a sales tax on services and goods consumed in Jersey, no matter where they have been purchased from. The current rate is 5%.
- Low Capitalisation cost - Some Offshore Jurisdictions require a large share capital to be paid up at the time of incorporation, adding to the incorporation cost. Jersey companies require only £1 share capital to be issued.
Requirements to Form a Corporation in Jersey
- Company Structure – A Jersey Exempt Company must have a minimum of 2 shareholders but only requires 1 Director. The use of nominees is permitted.
- Choose a name for your Jersey Exempt Company - Jersey has many requirements for the suitability of a Company name, all of which must be considered at the time of incorporation. Company names must be unique, they cannot resemble names of existing companies or other legal entities.
- Company names that imply Royal or Government of any country, must have written consent as must any names that include well known multi-national company associations. Companies may only include the word ‘International’ if they do indeed trade Internationally and of course no company name will be permitted if it implies illegal activities.
- Acceptable company names may be in any language that uses the Latin alphabet as long as it can be adequately translated into English. This translation must be submitted with the incorporation application.
- Any names including terms such as bank, loan, finance, trust, trustee, Jersey, assurance, insurance, council, savings, building society, co-operative require a license before they will be permitted. Lastly all Limited Liability Company names must include the word ‘Limited’, ‘Avec Responsabilite Limitee’ or the abbreviations ‘Ltd’ or ‘SARL’.
- Change of Beneficial Ownership - Once the Company is formed, the Financial Services Commission must be notified of any changes in beneficial ownership.
- Public records - Information about the Directors and Shareholders including their address and date of birth are a matter of public record and can be freely accessed. Trusts are required to disclose information regarding the settlor, trustees, and instigators.
- Registered Office - A Jersey Company must have a registered office in Jersey.
- Company Secretary - Every Jersey Company must appoint a Company Secretary. This can be an individual or corporate body and can be citizens of any country. The Company Secretary must be someone other than the Director where the Company has only 1 Director.
- Financial Statements - There is no requirement for the filing of accounts with the Registrar of Companies for private companies. However, every company must keep financial records reflecting the true financial condition of the company.
- Annual Returns - Every company must complete and file with the Registrar of Companies an annual return by the end of February each year.
- Incorporation Time – Forming a Jersey Company is a complex process so the entire process takes around 10 to 14 days.
- Ready Made or Shelf Companies - Shelf companies are not available in Jersey due to the requirement of disclosing trading activities and beneficial ownership.