JERSEY

Jersey is the largest island in the Channel Islands and is approximately one hundred and sixty kilometres south of England and 20 kilometres away from France. It has a small population of around 83,000. The law is largely based on English Common Law.

TYPE OF TRADING COMPANY

The main corporate vehicle is the Exempt Company with its principal corporate legislation being Companies Jersey Law, 1991 as amended.

PROCEDURE TO INCORPORATE

An Exempt Company is incorporated by the submission of the Memorandum and Articles of Association to the Financial Services Commission and a form stating the details of the Directors, Secretary and registered office and details of the beneficial owners. A full description of the proposed company's trading activities must also be included.

RESTRICTIONS ON TRADING

An Exempt Company cannot carry on business within Jersey or undertake the business of banking, insurance, assurance, reinsurance, fund management, asset management (other than the company's own assets) or any other activity that would suggest an association with the banking and insurance industries.

POWERS OF COMPANY

An Exempt Company has the same powers as a natural person.

LANGUAGE OF CORPORATE DOCUMENTATION

An Exempt Company is typically incorporated using the English language with an English name.

NAME RESTRICTIONS

An Exempt cannot register with any name that has already been incorporated in Jersey or is so similar to an existing name that it may cause confusion. Any name which in the opinion of the Registrar is considered undesirable, obscene or offensive will also be rejected as will any name implying royal or government patronage.

COMPANY NAMES

An Exempt Company with limited liability must end its name with Limited or Ltd or with the French equivalent Société avec Responsabilité Limitee or SARL.

LANGUAGE

English is the main language spoken.

REGISTERED OFFICE REQUIRED

An Exempt Company must have its registered office in Jersey

AUTHORISED and ISSUED SHARE CAPITAL

An Exempt Company is normally incorporated with an authorised share capital of £10,000 or its foreign currency equivalent, although issued capital may be nominal be just £1.00. Stamp duty is payable on higher amounts of capital.

CLASSES OF SHARES

An Exempt Company can issue r egistered shares, preference shares, redeemable shares, non-redeemable shares and shares with or without voting rights.

DISCLOSURE OF BENEFICIAL OWNERSHIP TO AUTHORITIES

Before an Exempt Company is incorporated full disclosure of the beneficial owners must be provided to the Financial Services Commission.

TAXATION

Exempt Companies are exempted from all forms of Jersey taxation. Resident Jersey companies pay income tax at a rate of 20% on world-wide income.

DOUBLE TAXATION AGREEMENTS

Jersey has double taxation treaties with United Kingdom and Guernsey, but they only apply to resident individuals and companies.

GOVERNMENT LICENCE FEES

There is an annual government tax of £600

FINANCIAL STATEMENT REQUIREMENTS

There is no requirement to file accounts although the Financial Services Commission reserves the right to call for accounts at any time.

MEETINGS

Annual general meetings are required but they can be held anywhere in the world.

DIRECTORS

The minimum number of Directors is normally two although one is permitted and they must be natural persons, corporate bodies are not permitted in Jersey. If a company has a sole Director, the sole Director cannot be the Company Secretary. The Director may be of any nationality and need not be resident in Jersey.

COMPANY SECRETARY

An Exempt Company must have a Company Secretary although they need not be local and can be a natural person or a corporate body.  

SHAREHOLDERS

The minimum number of shareholders is one.