Guide

Disclosure of information relating to Jersey entities

The Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020 (the Registry Law) provides a legal framework for requiring entities to disclose certain information to the Jersey Financial Services Commission (the JFSC) in line with the international anti-money laundering standard set by Financial Action Task Force (FATF) Recommendation 24.

Registry Law applies to entities

The Registry Law imposes obligations on entities. Entities are companies, foundations, incorporated limited partnerships, separate limited partnerships, limited liability partnerships and limited liability companies incorporated or established in Jersey.

The Registry Law does not apply to ordinary partnerships, limited partnerships or trusts. The JFSC, however, already requires most limited partnerships to disclose beneficial owner information and it will continue to do so.

Nominated persons

Each entity must appoint one or more nominated persons, who must be: a JFSC regulated company secretary, registered office provider or fund services business; a Jersey resident significant person of the entity; or a Jersey resident lawyer or accountant who carries on business that is supervised by the JFSC for anti-money laundering purposes.

An entity's nominated person is the principal point of contact between the entity and the JFSC. Once appointed, a nominated person is authorised to provide to the JFSC any information that is required to be provided by the entity, under the Registry Law or relevant entity legislation.

Beneficial owner information

The beneficial owner of an entity is any individual who ultimately owns or controls the entity, or on whose behalf a transaction is being conducted by the entity, including an individual who exercises ultimate effective control over the entity. The three-tier test should be used to determine who is a beneficial owner of an entity. This test originates in FATF guidance and is explained in the JFSC's AML/CFT/CPF Handbook, as it has been for several years.

Beneficial owner information is a beneficial owner's names, correspondence address, residential address, nationality, occupation, gender, full date of birth and place and country of birth.

Significant person information

The significant persons of an entity can be individuals or bodies corporate, as follows:

For individuals, significant person information is their names, correspondence address, residential address, nationality, occupation, full date of birth and place and country of birth.

For bodies corporate, significant person information is their type, registered name and number, registered office or business address, jurisdiction and date of incorporation or establishment.

In addition, if any director of a company is a "nominee director", the name of that director's nominator is significant person information.

Disclosure of information to the JFSC

Subject to some limited exceptions, beneficial owner information, significant person information and details relating to nominee shareholders (unless the nominee is regulated by the JFSC) must be disclosed to the JFSC in an application to register or establish an entity. Subsequently, an entity must notify the JFSC of any change, error or inaccuracy in the beneficial owner information or significant person information previously disclosed, within 21 days of the entity becoming aware of the change, error or inaccuracy.

As the principal point of contact between the entity and the JFSC, nominated persons will assist entities to make these disclosures, so long as they are aware of the information.

Failure by an entity to disclose any change, error or inaccuracy within the 21-day period will be an offence by the entity and, potentially, its significant persons.

Public information

Information disclosed to the JFSC under the Registry Law will be made public only if prescribed by law.

Transparency of beneficial owner information is under constant review at an international level. Jersey is committed to aligning itself with the EU's approach to transparency of beneficial owner information. Beneficial owner information held by the JFSC is kept private and is only made available to competent authorities for law enforcement purposes, through prescribed gateways. The Registry Law does not change this position.

The Registry Law prescribes that some significant person information (excluding, for example, information relating to company secretaries) is to be made public by the JFSC. Notably, in relation to an individual significant person, their residential address will not be made public (unless it has been disclosed as their correspondence address, which can be different) and their date of birth will not be made public (although the month and year of their birth will be public).

In some special circumstances, such as where a significant person considers that there would be a serious risk of harm to themselves or people who live with them, it is possible for a nominated person (or, in very limited cases, a significant person for themselves) to apply for significant person information to be kept private by the JFSC. If the JFSC decides to refuse to keep information private in these circumstances, it is possible to appeal against that the JFSC's decision, by application to Court.

Additional information for foundations

Historically, a foundation's charter was filed with the JFSC on incorporation and made public, but not the foundation's regulations. Under the Registry Law, a foundation is required to file abridged regulations with the JFSC and these will be made public.

The abridged regulations are an extract of the foundation's regulations covering certain prescribed aspects of the foundation's constitution, including in relation to the foundation's council and guardian.  The abridged regulations should be redacted carefully to meet the requirements of the law and avoid disclosure of any information from which a person could be identified.

Contacts

A full list of contacts specialising in Regulation & Governance can be found here.