SETTI NG UP A COMPANY: A PRACTI CAL GUI DE Jacqueline Richomme 7 - - PowerPoint PPT Presentation
SETTI NG UP A COMPANY: A PRACTI CAL GUI DE Jacqueline Richomme 7 - - PowerPoint PPT Presentation
SETTI NG UP A COMPANY: A PRACTI CAL GUI DE Jacqueline Richomme 7 February 2012 W HY FORM A COMPANY? Separate personality Limited liability Joint ventures Big business Buying a ready made company
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W HY FORM A COMPANY?
- Separate personality
- Limited liability
- Joint ventures
- Big business
- Buying a ready made company
www.jordansinternational.com/ jersey www.jordans-jsy.com Hue Street, St. Helier
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COSTS I N FORMI NG AND RUNNI NG A COMPANY
- £200 or £400
- Annual fees - £150 in February
- Filing fees – mostly only for late filing
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LAW S
Companies (Jersey) Law 1991: www.jerseylaw.je Some other legal issues:
- Regulation of Undertakings
- Financial Services
- Other
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FI RST STEPS
Companies Registry
- www.jerseyfsc.org
- Setting up an ECR account
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COMPANY NAMES
- Reserve name only on line
Limited Ltd avec responsibilité limitée a.r.l. Public limited company PLC plc
- Public or Private Company
- “Accept”
- Other issues
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FI LLI NG I N AND FI LI NG THE FORMS
- Form C3 – Statement of Particulars
- Form C14B – Registered Office
- Form C2B – Application for “COBO” Consent
- Memorandum and Articles of Association and
subscriber pages
- Cheque
- Delivery
- Keep a copy
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“COBO” APPLI CATI ON
- Form C2(B) – local resident
- Issue of shares
- Issue of other securities
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“ULTI MATE BENEFI CI AL OW NERS”
Fans Lim ited Fans Lim ited New Joint Venture Co. Ltd Best Ventilation ( Jersey) Lim ited Best Ventilation ( UK) Ltd Jane Lyn Mark Joe Cousins Ltd Fred Anne Fred Anne
5 0 % 1 0 % 5 0 % 1 0 % 1 0 % 1 0 % 6 0 %
David Alice Mary
5 % 5 % 9 0 % 50% 50% 100%
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SENSI TI VE ACTI VI TY
banking underwriting provision of professional legal services deposit taking asset management holiday or travel companies which intend to deal direct with the "retail" customer insurance money broking non-resident companies offering tuition either directly or by correspondence leading to a "diploma"
- n
completion, which are not "recognised" by an Education Authority investment management
- r advisory services
general insurance broking any company which is to be "exempt" for income tax purposes and is to have a wide share ownership, or is to be listed on a stock exchange or dealt in on the unlisted or over- the-counter markets financial consultancy life assurance agency services a company which is to sell goods by "mail
- rder"
trustee
- r
nominee services certain trading activities which are quasi-investments such as container leasing, sale
- r
leasing
- f
- verseas
realty development, time share activities companies which manufacture, market or sell unlicensed pharmaceutical goods, particularly to third world countries share and commodity dealing and broking any dealings in arms or the supply of technology or spare parts connected with defence provision of audit and accountancy services corporate director services provision
- f
audit and accountancy services
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MEMORANDUM & ARTI CLES OF ASSOCI ATI ON
- “Standard table”
- Subscribers
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I NCORPORATI ON
- Certificate of Incorporation
- “COBO” Consent
- Documents in the Registry available for
public inspection
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RUNNI NG THE COMPANY
How to start –
- Appointment of directors
- The first board meeting
- Register of Members
- Company books
- Annual returns
- Accounts
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FI RST BOARD MEETI NG
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W HO DECI DES W HAT: HOW THE COMPANY ACTS
- Directors’ meetings
- Shareholders’ meetings
- Annual Accounts