The Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020 (the "Registry Law") came into force on Wednesday 6 January 2021. Under the new law a central register of directors and other "significant persons" of certain types of Jersey entities has been created, the requirement to file beneficial ownership information with the Companies Registry has been put on a statutory footing, and annual returns have been replaced with an annual confirmation statement.
Since the obligation to file beneficial ownership with the Registrar of Companies has up until the introduction of the Registry Law been dealt with through the consents issued to Jersey entities under the Control of Borrowing (Jersey) Order 1958 (COBO consents), the arrival of the new law means that the JFSC will be re-issuing COBO consents to remove conditions relating to the provision and updating of beneficial owner information. The re-issuance of COBO consents to affected entities will occur on a staggered basis throughout 2021. Until new COBO consents are issued, provided an affected entity complies with the Registry Law, it will be deemed to have complied with the conditions of its COBO consent concerning the provision of beneficial owner information.
Affected entities under the Registry Law include companies, foundations, incorporated limited partnerships, limited liability companies, limited liability partnerships and separate limited partnerships. Currently limited partnerships are not caught under the new law and their COBO consents will not be re-issued. Affected entities must update the Registrar with the required information contained in the first annual confirmation statement and file an annual confirmation statement by no later than 30 April 2021. Certain exemptions to filing beneficial ownership information apply to listed, regulated and state-owned entities.
Information reported on beneficial ownership will not be made publically available without further changes to the law. However, a political commitment has been made by each of the Crown Dependencies to review the position on public registers of beneficial ownership in 2022, following which a decision will be taken on whether such information should be disclosed publicly, and if so, the extent of such disclosure.
The publication of a central register of directors may be particularly noteworthy for some clients, such as UHNW families, for whom confidentiality is important and who currently sit on (or have family advisers sitting on) the boards of Jersey companies. In some instances, a decision by client representatives to step away from Jersey boards may dovetail with the direction of travel for companies caught by Jersey's economic substance regime, which favours locally-weighted boards.
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.