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Information and public services for the Island of Jersey

L'înformâtion et les sèrvices publyis pouor I'Île dé Jèrri

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Legal persons and arrangements (LPAs)

This list shows entities with their own legal personality that are available in Jersey.

Legal persons

Entities created with separate legal personality meaning they can sue or be sued in their own right.

Company

An incorporated entity which might be either public or private.  It might also be incorporated with limited liability, unlimited liability (rare) or limited by guarantee.

Key features Formation requirements​Legislation
  • Memorandum of Association
  • Articles of Association 
  • Shares 

People

  • Directors 
  • Secretary
  • Members / Shareholders  
  • Nominated person 



  • Formation in accordance with Article 3 of the Companies Law
  • Registration with Companies Registrar
  • Requirement to seek consent from the Jersey Financial Services Commission under the Control of Borrowing legislation to raise capital
  • Disclosure obligations set out in the Disclosure Law in relation to beneficial ownership, administration and control

Companies (Jersey) Law 1991

Control of Borrowing (Jersey) Law 1947

Control of Borrowing (Jersey) Order 1958

Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020


Incorporated cell company (ICC)

Both the incorporated cell company and each cell are incorporated entities.

Key features Formation requirements Legislation
  • Memorandum  
  • Articles of Association 
  • Shares 

People

  • Directors 
  • Secretary
  • Members / Shareholders  
  • Nominated person 

  • Formation in accordance with Articles 3 and 31 of the Companies Law
  • Formation of cells in accordance with Article 127YA
  • Registration with Companies Registrar 
  • Requirement to seek consent from the Jersey Financial Services Commission under the Control of Borrowing legislation to raise capital
  • Disclosure obligations set out in the Disclosure Law in relation to beneficial ownership, administration and control

Companies (Jersey) Law 1991 

Control of Borrowing (Jersey) Law 1947

Control of Borrowing (Jersey) Order 1958

Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020



Protected Cell Company (PCC)

The protected cell company is an incorporated entity. The cell itself does not have separate legal personality to the Protected Cell company.

Key features Formation requirements Legislation
  • Memorandum  
  • Articles of Association 
  • Shares 

People

  • Directors 
  • Secretary
  • Members / Shareholders  
  • Nominated person 

Formation in accordance with Articles 3 and 31 of the Companies Law

Formation of cells in accordance with Article 127YA

Registration with Companies Registrar 

Requirement to seek consent from the Jersey Financial Services Commission under the Control of Borrowing legislation to raise capital

Disclosure obligations set out in the Disclosure Law in relation to beneficial ownership, administration and control

Companies (Jersey) Law 1991

Control of Borrowing (Jersey) Law 1947

Control of Borrowing (Jersey) Order 1958

Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020.



Limited Liability Company (LLC)

A hybrid entity, combining characteristics of a company and a partnership while offering limited liability to investors.  

Not to be confused with a company with limited liability.

Key features Formation requirements Legislation
  • LLC agreement 
  • LLC interests 

People

  • Managers 
  • Secretary
  • Members
  • Nominated person 

Formation in accordance with Article 4 of the LLC Law 

Registration with Companies Registrar 

Requirement to seek consent from the Jersey Financial Services Commission under the Control of Borrowing legislation to raise capital

Disclosure obligations set out in the Disclosure Law in relation to beneficial ownership, administration and control 

Limited Liability Companies (Jersey) Law 2018 

Control of Borrowing (Jersey) Law 1947

Control of Borrowing (Jersey) Order 1958

Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020.

 



Limited Liability Partnerships (LLP)

A partnership which has separate legal personality and in which the partners benefit from limited liability. 

Key features Formation requirements Legislation
  • Partnership agreement
  • Partnership interests

People

  • Partners
  • Secretary
  • Nominated person

 

Formation in accordance with Article 2 of the LLP Law

Registration with Companies Registrar 

Requirement to seek consent from the Jersey Financial Services Commission under the Control of Borrowing legislation to raise capital

Disclosure obligations set out in the Disclosure Law in relation to beneficial ownership, administration and control   

Limited Liability Partnerships (Jersey) Law 2017

Control of Borrowing (Jersey) Law 1947

Control of Borrowing (Jersey) Order 1958

Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020

 



Incorporated Limited Partnerships (ILP)

A body corporate with separate legal personality to its partners. 

Key features Formation requirements Legislation
  • Partnership agreement
  • Partnership interests

People

  • General partner
  • Limited partner
  • Nominated person

 

 

Formation in accordance with Part 2 of the ILP Law

Registration with Companies Registrar 

Requirement to seek consent from the Jersey Financial Services Commission under the Control of Borrowing legislation to raise capital

Disclosure obligations set out in the Disclosure Law in relation to beneficial ownership, administration and control  

Incorporated Limited Partnerships (Jersey) Law 2011

Control of Borrowing (Jersey) Law 1947

Control of Borrowing (Jersey) Order 1958

Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020



Separate Limited Partnership (SLP)

An unincorporated partnership with separate legal personality

Key features Formation requirements Legislation
  • Partnership agreement
  • Partnership interest

People

  • General partner
  • Limited partner
  • Nominated person

 

Formation in accordance with Part 2 of the SLP Law

Registration with Companies Registrar 

Requirement to seek consent from the Jersey Financial Services Commission under the Control of Borrowing legislation to raise capital

Disclosure obligations set out in the Disclosure Law in relation to beneficial ownership, administration and control  

Separate Limited Partnerships (Jersey) Law 2011

Control of Borrowing (Jersey) Law 1947

Control of Borrowing (Jersey) Order 1958

Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020



Foundation

An incorporated entity with separate legal personality, established for objects which may be purposes or beneficiaries. 

Key features Formation requirements Legislation
  • Charter
  • Regulations

People

  • Founder
  • Guardian
  • Qualified member/person
  • Council Member
  • Beneficiary
  • Nominated person

Formation in accordance with Article 2 of the Foundations Law

Registration with Companies Registrar 

Disclosure obligations set out in the Disclosure Law in relation to beneficial ownership, administration and control  

Foundations (Jersey) Law 2009

Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020


Incorporated association

Incorporated associations are incorporated by an Acte of the Royal Court of Jersey.

Key features Formation requirements Legislation
  • Acte of Court
  • Contract

People

  • Member/officer

Formation in accordance with Article 4 of the Loi.

Registered by Act of Court filed with the Judicial Greffe and recorded in the Public Registry.

Loi (1862) sur les teneures en fidéicommis et l'incorporation d'associations 

Legal arrangements

Arrangements recognised in law but which are controlled and or operated by another legal person or natural person.

Express trust

Legal arrangement normally governed by a trust deed/instrument.

Key features Formation requirements Legislation
  • Trust instrument
  • Deed of Retirement and Appointment
  • Deed of Addition

People

  • Settlor
  • Trustee
  • Beneficiary
  • Protector
  • Enforcer

There must be a clear intention of the settlor to divest themselves of assets to one or more trustees who hold the legal ownership for the benefit of others (beneficiaries) or for specified purposes.

Where a trustee is providing its service by way of business, they must be regulated by the Jersey Financial Services Commission

Trusts (Jersey) Law 1984

Proceeds of Crime (Duties of Non-Professional Trustees) (Jersey) Order 2016 

Proceeds of Crime (Provision of Information by Trustees) (Jersey) Order 2021 


Fidéicommis

Fidéicommis is a trust-type, but contrary to a trust, it may own immovable property in Jersey and is recognised by an Acte of Court of the Royal Court of Jersey.  

Key features Formation requirements Legislation
  • Acte of Court
  • Contract
  • Constitution document / trust deed 

Formation in accordance with Article 3 of the 1862 Loi.

Registered by Act of Court filed with the Judicial Greffe.

Loi (1862) sur les teneures en fidéicommis et l'incorporation d'associations 


Limited partnership

A partnership made between general partners with unlimited liability and limited partners, whose liability it limited to their contribution. 

Key features Formation requirements Legislation
  • Declaration
  • Partnership agreement
  • Partnership interest

People

  • General partners
  • Limited partners

Formation in accordance with Part 2 of the LP Law

Requirement to seek consent from the Jersey Financial Services Commission under the Control of Borrowing legislation to issue interests [and disclose beneficial ownership]

Limited Partnerships (Jersey) Law 1994

Control of Borrowing (Jersey) Law 1947

Control of Borrowing (Jersey) Order 1958


Customary law partnership

A partnership between two or more persons to carry on business, for a lawful trade or business, or hold an asset in common to share between them the profits and losses.

Key features Formation requirements Legislation
  • Contract
  • Contribution

People

  • Partners

Formation through agreement between the partners

Partnership may be required to register its business name if different to the full name of each and every partner.

Information on beneficial ownership must be disclosed under the Control of Housing Law by any person carrying on a trade, profession or business in Jersey.

Governed by Jersey customary law

Registration of Business Names (Jersey) Law 1956 (jerseylaw.je)

Control of Housing and Work (Jersey) Law 2012 


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