• Jersey Private Company

  • GENERAL

    Legal Framework

    Jersey Private Limited Companies are governed by the Companies (Jersey) Law, 1991.

  • SHAREHOLDERS

    Liability of Shareholders

    The liability of the shareholders of a Jersey Private Limited Company is limited up to the unpaid amount of the shares they hold.

    Minimum Number of Shareholders

    The minimum number of shareholders of a Jersey Private Limited Company is 1 and the maximum is 30.

    Restriction on Nationality/Residency of Shareholders

    There is no restriction on the nationality or residency of the shareholders.

    Corporate Shareholders

    The shareholders of a Jersey Private Limited Company can be individuals and/or legal persons.

    Nominee Shareholders

    The use of nominee shareholders is allowed.

  • DIRECTORS

    Minimum Number of Directors

    A Jersey Private Limited Company should have at least 1 director.

    Corporate Directors

    The directors of a Jersey Private Limited Company can be individuals and/or legal persons. However legal persons acting as directors of a Jersey company should be registered under the Financial Services (Jersey) Law 1998 and should not itself have corporate directors.

  • SHAREHOLDER MEETINGS

    Shareholder Meetings

    The first annual general meeting should be held within 18 months from the incorporation of the company.

    An annual general meeting should be thereafter held, but no more than 22 months should lapse between each annual general meeting. However, if all the shareholders consent in writing then the company may waive the requirement for annual meetings.

    The law does not place any restriction as to the place where general meetings take place.

  • CAPITAL

    Minimum Capital Requirement

    There is no minimum capital requirement for a Jersey Private Limited Company. Jersey Private Limited Companies can issue shares either at par value or at a premium but they cannot issue both types of shares. Par value companies can convert to no-par value companies and vice versa.

    Currency of Capital

    Shares can be denominated in any currency.

    Bearer Shares

    Bearer shares are not allowed.

    Capital Duty

    There is no capital duty on the issuance of shares.

  • REGISTERED OFFICE

    Registered Office

    It is a legal requirement for every company in Jersey to have a registered office in the Jersey, which may be used as the business address of the company.

    Company Secretary / Registered Agent

    Companies in Jersey should have a secretary, either an individual or legal person.

  • FOREIGN INVESTORS

    Restrictions on Foreign Investors

    There are no restrictions on foreign investors investing in Jersey Private Limited Companies.

  • FORMATION

    Time Needed for Incorporation

    The time needed for the registration of a Jersey Private Limited Company is 2 business days. A fast track option is available where registration is achieved within 2 hours.

    Shelf companies are not available due to disclosure requirement of beneficial ownership.

  • CONFIDENTIALITY

    Beneficial Owners

    The details of the beneficial owner are disclosed to the service provider and the Authorities but are not available on public record.

    Registered Shareholders

    The details of registered shareholders are available on public record.

    Directors

    The details of directors are not available on public record.

    Financial Statements

    The accounts are not publicly accessible.

  • FILING REGUIREMENTS

    Filing with the Registrar of Companies

    Every company must complete and file with the Registrar of Companies an annual return by the end of February each year.

    There is no requirement for the filing of accounts with the Registrar of Companies for private companies.

    Filing with the Tax Authorities

    A tax return must be submitted to the Tax Authorities. The tax return should be submitted within 7 months after the end of the relevant tax year.

  • RECORDS

    Accounting Records

    All Jersey companies must maintain accounting records.

    There is no legal requirement for the accounting records to be kept in Jersey and they can be kept in any currency.

    The accounting records should be maintained for at least 6 years.

    Financial Statements

    A set of financial statements should be prepared each financial year at not more than 18 months intervals.

    The financial statements must be prepared in accordance with generally accepted accounting principles (UK GAAP, IAS, IFRS).

    In accordance with IFRS, holding companies are required to prepare consolidated audited financial statements on an annual basis. However, consolidation is not required if the company is an intermediary holding company and a holding company further up the structure prepares consolidated financial statements under approved accounting standards.

  • AUDIT

    Audit Requirement

    The financial statements of a Jersey Private Limited Company should not be audited unless its Articles of Association so require or a resolution of the company in the general meeting so requires.