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

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Company or partnership wind up, merger and migration

​Checking tax obligations

Before a company or partnership winds up, merges, or migrates out of the Island, you may want to check if it has met its tax obligations in Jersey.

You can request this by completing an online winding up or migration form through the Taxes Office Online Services (TOOS). In the case of a partnership this is called a dissolution of partnership notification.

Once we receive your request via TOOS or the dissolution of partnership notification, Revenue Jersey will review the company or partnership's tax records to make sure it has met its tax obligations.

You can request a consent letter confirming the tax affairs are in order and that we have no objection to the winding up, merging or migration of the company or partnership.

Complete a winding up or migration form through TOOS

Your tax agent will be able to complete the winding up or migration form through the Taxes Office Online Services (TOOS). 

If your company or partnership does not have a tax agent, we can add the winding up or migration form to your online tax account. To request this email bustax@gov.je

Register for an online account on corporate return online filing.

When logged in TOOS, select the winding up or migration form from the list of forms in the drop-down option. 

Complete a dissolution of partnership notification

You can complete the dissolution of partnership notification if: 

  • you have or are about to dissolve a partnership
  • a Jersey incorporated entity is migrating out of Jersey
  • a foreign incorporated entity is moving its management and control out of Jersey
  • if an entity intends to merge

Complete a dissolution of partnership notification

Merging an entity

In Jersey you can merge 2 or more companies so they can operate as 1 company. The merged company can be a completely new company. 

Under provisions of Article 127C (1) and Article 127C (2) of the law, 1 company may continue where subsidiaries merge, or subsidiaries and parent. In all other circumstances a new company must be created to take over from the merging entities.

Companies (Jersey) Law 1991

Companies which are not survivor companies because of a merger should complete the winding up or migration form to receive clearance that the Comptroller of Revenue does not object to the merger.

Migrating an entity

Migrating an entity to Jersey 

A company or partnership migrating to Jersey will be given a registration number by the Jersey Financial Services Commission (JFSC). The entity will be automatically added to our system and sent a registration letter detailing its TIN and how to register for tax online.

Migrating an entity out of Jersey

If you're migrating a company or partnership out of Jersey you should complete a winding up or migration form or a dissolution of partnership notification. This will confirm if the Comptroller of Revenue is satisfied that the entity's tax obligations in Jersey are met.

A consent letter from the Comptroller of Revenue will be given where all returns and accounts have been submitted and are up to date and all tax due has been paid. 

Form guidance

Entity details  

Entity name  
  
Tax reference  
  
Tax Identification Number (TIN)  

Agent or Email  
  
Registered office  

This information will be pre-populated from the records held by Revenue Jersey.

If you think any information is incorrect you should amend as appropriate and make a note of the changes made in the box at the bottom of the form for further information. 

If the registered office is blank, enter details as appropriate. The registered office may be blank in the case of foreign incorporated companies or partnerships.

Jersey address (if different)  Entities with registered offices outside the Island should provide the address of the entity in Jersey.  
Agent or Liquidator  Enter details of the name of the agent or liquidator who is submitting the report.  
Intended date  

Enter the intended date on which the entity will be wound up or migrated out of Jersey.

If the intended date of liquidation is more than 2 months from the date the form is submitted, please add further details of why the form is being submitted at this time in the box at the bottom of the form for further information.  

Is a consent letter required?  

Select 'Yes' and Revenue Jersey will review the entities' tax records to ensure that it has met its tax obligations.   

If this is the case the Comptroller will issue a consent or no objection letter to confirm Revenue Jersey has no objection to the winding up or migration of the company or partnership.  

Select 'No' and Revenue Jersey will review the company's tax records however a consent or no objection letter will not be issued.  

Reason for completing this form?  

Select the appropriate response from the drop-down options.   

  • Entity is winding up  
  • Jersey incorporated entity is migrating out of Jersey  
  • Foreign incorporated entity is moving management and control out of Jersey  
  • Entity is merging with one or more other entities   

  

Are all returns/combined partnership notifications up to date?  
Income Tax  

Select the appropriate response from the drop-down options.

Select 'Yes' if the tax returns or combined partnership notifications for all years of assessment have been filed with Revenue Jersey. This includes the tax return or combined partnership notification for the year of assessment immediately preceding the current year of assessment.

Select 'No' if all the tax returns or combined partnership notification has not been filed with Revenue Jersey or you are uncertain as to whether all the tax returns or combined partnership notifications have been filed.  

GST  (Goods and Services Tax)

Select the appropriate response from the drop-down options.

Select 'Yes' if the entity is registered for GST and all the returns have been filed with Revenue Jersey. Up to and including the quarter which has ended immediately preceding the date on which the form is completed.

Select 'No' if the entity is registered for GST and all the returns have not been filed with Revenue Jersey or you are uncertain as to whether all the returns have been filed.

Select 'ISE' if the entity is registered as an international service entity for the current year of assessment.

Select 'N/A' if the entity is not registered for GST or registered as an international service entity.  

Employer returns  

Select the appropriate response from the drop-down options.

Select 'Yes' if the entity has been required to register as an employer or building contractor under Article 19A of the Income Tax (Jersey) Law 1961 ("the ITL") and has filed all the returns in accordance with Article 20 or Article 20A of the ITL.

Select 'No' if the entity has been required to register as an employer or building contractor but has not filed all the returns in accordance with Article 20 or Article 20A of the ITL or you are uncertain as to whether these returns have been filed.

Select 'N/A' if the entity has not been required to register as an employer or building contractor.

Are management accounts for the period up to the present provided?                                                          

Select the appropriate response from the drop-down options.
Select 'Yes' if the management accounts for the period from the date on which the last financial statements were prepared up to the present date are being provided. Also select 'Yes' if there are any complete accounts for a financial period which ended in the current year of assessment which are being provided.  

Select 'No' if the management accounts are not being provided.   

  

Distributions  
Have distributions been, or intended to be, made in this period?   

Select the appropriate response from the drop-down options.

Select 'Yes' if the entity has made distributions in the widest sense including in specie dividends for the period from the end of the last complete financial period of the entity to the present date. Or if it intends to make any distributions before winding up/migration. (The distribution section will also need to be completed.)

Select 'No' if the entity has not made any distributions in this period and does not intend to make any distributions before winding up/migration.  

Total distributions  Enter the financial value (or estimate) of all distributions to any person in the period up to the winding up/migration of the entity.  
Jersey residents receiving distributions (including shareholder loans written off). If no Jersey residents receives distributions, then enter 'None'.                                                                

Where a Jersey resident receives a distribution enter the following in the appropriate box:  

  • the name of the person  
  • the TIN (if known)  
  • the distribution value (or estimate) of the distribution taxable under Case III exempt, Case III, or Case IX  

If more than one person receives a distribution click on 'Add Distribution'.   

Where no Jersey resident receives a distribution then enter 'None' in the box under the heading 'Name or None'.  

  

Economic substance  
Does the entity conduct a relevant activity for economic substance?  

The entity needs to consider if it conducts a relevant activity as defined in the Taxation (Companies – Economic Substance) (Jersey) Law 2019 ("the Economic Substance Law").

Select 'Yes' if the entity has conducted relevant activity. (The Economic Substance section will need to be completed).  

Select 'No' if the entity has not conducted any relevant activities.  

Relevant activity  

Select the appropriate relevant activity that the entity conducts from the drop-down option. If the entity conducts more than one relevant activity enter the activity which represents the most key area for the company or partnership.  

Gross income  Enter the amount of income received by the entity in respect of the relevant activity.  
Was Directed and Managed test met in the period?  

Select 'Yes' if on analysis of the facts it is believed the entity has met the directed and managed test under the Economic Substance Law.

Select 'No' if on analysis of the facts it is believed that the entity has not met the directed and managed test under the Economic Substance Law.  

Were all the CIGA performed in Jersey?  

  
  

  

Select 'Yes' if on an analysis of the facts it is determined that all the CIGA was performed in Jersey.

Select 'No' if on an analysis of the facts it is determined that all the CIGA was not performed in Jersey.

Gross Expenditure in period  Enter the amount of expenditure incurred (including an estimate of any expenditure) on the relevant activity.  
Did the entity meet the economic substance test?                                                                    

Select 'Yes' if on analysis of the facts it is believed that the entity has met the economic substance test.  

Select 'No' if on analysis of the facts it is believed that the entity has not met the economic substance test.


  

CRS  
Is the entity required to report under the CRS?  

Select 'Yes' if the entity is required to report under the Common Reporting Standards ("CRS") and accordingly need to contract for another entity to make reports on their behalf. (The name of the contracted entity is required).

Select 'No' if the entity is not required to report under CRS.

Who has responsibility to make CRS report?  Enter the name of the contracted entity which has been appointed to make the CRS report on behalf of the entity.

  

Any further information  
Enter any further information you wish to provide in this box.

Enter any additional information which will assist the Comptroller in determining that the entity has met its tax obligation.

  

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