Registry Fees Consultation Paper No. 11 2021

Summary

This is a Jersey Financial Services Commission consultation paper proposing new late fees for entities that fail to submit information or documents to the Registry within the deadlines set by the Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020. It explains the rationale for introducing a sliding-scale late fee regime as an intermediate sanction, sitting between full compliance and the existing strike-off and criminal offence provisions, and invites industry comment before finalising the fees.

• Who is affected: Regulated businesses (including trust company businesses) and members of the general public, including local residents, who incorporate or register entities with the Jersey Registry (companies, partnerships, foundations, business names) without necessarily using a TCB.
• Proposed late fee triggers: Late notification of changes, errors or inaccuracies in beneficial owner or significant person information (Art.4(3)); late notification of a new nominated person after revocation or resignation (Art.6(6)); late provision of information or documents requested by a local competent authority notice (Art.9(1)); late attendance to answer questions under such a notice (Art.9(2)); and late delivery of an Act of Court declaring dissolution void (Art.19(6)).
• Fee structure: No fee applies if information is provided within the statutory period (21 or 28 days, or the period specified in a notice); thereafter fees rise on a sliding scale at 60, 90, 120, 150, 180 and up to 210 days, mirroring the existing annual confirmation statement late fee regime.
• Escalation to strike-off: If non-compliance continues, the Registrar will issue a notice after 120 days warning that the entity will be struck off, or its registration cancelled and the entity dissolved, if it does not comply within a further three months.
• Underlying criminal offences: The Law separately makes failure to comply with these notification and disclosure requirements a criminal offence, in some cases (Art.4(4) and Art.9(3)) carrying a fine and up to 4 years imprisonment, and in others a fine not exceeding level 3.

The proposals are open for comment until 6 January 2022, with final late fees intended to take effect from 31 January 2022 if adopted following feedback. As a consultation, the fee levels described are proposals only and not yet binding.

Key obligations

• Entities must notify the Registry of any change, error or inaccuracy in beneficial owner or significant person information within 21 days of becoming aware of it (Art.4(3)), or a late fee (and potentially criminal liability under Art.4(4)) may apply.
• Entities must notify the Registry of the appointment of a new nominated person within 21 days of a nominated person's revocation or resignation (Art.6(6)), or face late fees and possible offence under Art.6(7).
• Entities must provide information or documents requested by a local competent authority's written notice within the period specified in that notice (Art.9(1)), or incur late fees and possible offence under Art.9(3).
• A defined person must attend in person to answer questions pursuant to a written notice within the period specified (Art.9(2)), or incur late fees and possible offence under Art.9(3).
• Entities must deliver to the Registrar the Act of Court declaring a dissolution void within 28 days of the order (or such longer period as the Royal Court allows) under Art.19(6), or incur late fees and possible offence under Art.19(7).
• Interested parties wishing to comment on the proposed late fee levels must respond in writing to the JFSC or Jersey Finance Limited by 6 January 2022.

Applies to

regulated businesses, trust company businesses, companies, registrable partnerships, foundations, business names, general public/local residents incorporating entities

Deadlines

• 6 January 2022: Deadline for responding to the consultation with comments on the proposed late fee levels.
• 31 January 2022: Proposed effective date from which the new late fees would be charged, if adopted.
• 21 days: Period within which an entity must notify the Registry of a change, error or inaccuracy in beneficial owner or significant person information (Art.4(3)) before late fees/offence provisions apply.
• 21 days: Period within which an entity must notify the appointment of a new nominated person after revocation or resignation of the previous one (Art.6(6)).
• period specified in notice: Deadline for providing information or documents, or attending to answer questions, pursuant to a written notice from a local competent authority (Art.9(1) and 9(2)).
• 28 days: Period within which an entity must deliver to the Registrar an Act of Court declaring a dissolution void, or such longer period as the Royal Court may allow (Art.19(6)).
• 120 days after due date: Point at which the Registrar will send a notice warning of strike-off/cancellation if the entity remains non-compliant.
• three months from notice: Period after a 120-day non-compliance notice within which the entity will be struck off or dissolved if it still has not complied.