Foundations (Jersey) Law 2009

Summary

This is Jersey's founding statute for the foundation as a corporate vehicle, distinct from a company or trust. It sets out how foundations are incorporated, the documents they must have, who must run and oversee them, and the powers of the Registrar and the Royal Court over them.

• Incorporation: A qualified person (a Jersey trust company business licensee permitted to provide the relevant services) applies to the registrar on behalf of a founder, with a copy of the proposed charter and abridged regulations, the published fee, and a certificate covering the qualified member, business address and guardian.
• Charter requirements: Every foundation must have a charter stating its name (ending in Foundation), its lawful objects, provisions on any endowment, what happens to assets on winding up, and its term (if fixed).
• Regulations requirements: Every foundation must have regulations establishing a council to administer its assets and pursue its objects, covering appointment/removal/remuneration of council members, decision-making, and delegation of functions.
• Guardian requirement: Every foundation must have a guardian, appointed under the regulations, who must take reasonable steps to ensure the council carries out its functions and may require the council to account to it.
• Qualified member: A foundation's council must always have a qualified member (a licensed trust company business person), and regulations must ensure a replacement is appointed as soon as reasonably practicable if the qualified member dies, retires or otherwise ceases to act.
• Accounting and liability: Obligations exist to ensure proper and accurate accounting records are kept, with personal and criminal liability provisions for council members and other officers who fail in their duties.
• Administration: A foundation must include its name and address in written communications and keep required documents at its business address; the registrar maintains a public register and may refuse incorporation applications that do not comply.
• Court oversight: The Royal Court has powers to order compliance, amend a charter or regulations, give directions, protect beneficiaries' interests, and appoint or dismiss a qualified member.

The Law also allows the States of Jersey to amend core provisions by Regulations and to make further Regulations on dissolution, continuance in or out of Jersey, and mergers of foundations. No new fees, deadlines or transitional compliance dates are introduced by this consolidated version beyond the ongoing obligations described above.

Key obligations

• A foundation must have a charter that complies with the Law, including a compliant name, stated objects, and winding-up provisions
• A foundation must have regulations establishing a council with defined appointment, decision-making and delegation rules
• A foundation must have a guardian appointed under its regulations, with functions to oversee the council
• A foundation's council must always include a qualified member (a licensed trust company business person), replaced as soon as reasonably practicable on death, retirement or incapacity
• Applications for incorporation must be made to the registrar in the prescribed form, accompanied by the charter, abridged regulations, fee, and required certificate
• Foundations must ensure proper and accurate accounting records are kept
• A foundation must include its name and address in its written communications
• Documents relating to the foundation must be kept at its business address

Applies to

foundations, founders of foundations, qualified persons (trust company business licensees), members of a foundation's council, guardians of foundations, beneficiaries of foundations, the registrar of companies, the Jersey Financial Services Commission

Deadlines

• as soon as reasonably practicable: A replacement qualified member of the council must be appointed as soon as reasonably practicable after the previous qualified member dies, retires or otherwise ceases to act

Related documents

• Foundations (Winding up) (Jersey) Regulations 2009 is made under this document
• Foundations (Continuance) (Jersey) Regulations 2009 is made under this document
• Foundations (Mergers) (Jersey) Regulations 2009 is made under this document
• Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020 amends this document
• Financial Services (Disclosure and Provision of Information) (Jersey) Regulations 2020 amends this document