The following must be sent to the Registrar of Companies:
- An application for consent to issue shares under the Control of Borrowing (Jersey) Order 1958.
- The Memorandum of Association.
- The Articles of Association.
- A Statement of Particulars on Incorporation.
- A cheque to cover the judicial fee (currently o120) and stamp duty on incorporation (see section below on cost).
This information would normally be submitted to the Registrar by a firm of advocates or accountants.
The application for consent to issue shares requires the disclosure of certain information including:
- The amount and details of the authorised share capital of the company.
- Whether the company is to apply for exempt or international business company status.
- Whether any additional owners will be introduced within six months of incorporation and whether any issue of shares or other securities to the public is contemplated.
- Full names and residential addresses of all the beneficial owners and their occupation if not resident in Jersey. Also full names and registered numbers of all Jersey companies of which they are or have been beneficial owners.
- The reasons for incorporation in Jersey and the proposed activities.
- Whether an application has been made under Part II of the Regulation of Undertakings and Development (Jersey) Law 1973.
- Details of shares to be issued at a premium.
- Confirmation that none of the beneficial owners has ever been declared bankrupt or been a director of a company subject to an insolvent liquidation.
The Memorandum and Articles of Association are then finalised and the signatures of the subscribers to the Memorandum obtained. For the Articles, a single page confirming the adoption of the Standard Table or noting any amendments thereto will suffice.
The final document required is a Statement of Particulars on Incorporation which is simply a summary of the company's main incorporation details. The statement is signed by the subscribers to the Memorandum or their agent. For public companies, the names, addresses, nationalities and dates of birth of all the company's directors must also be disclosed.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
For further information contact Jonathan G. Hooley on Tel (indirect line): + 44 (0) 1481 721000, Tel (direct line): +44 (0) 1481 719544, Fax: +44 (0) 1481 722373.