- Jersey Finance
- |23/7/25
The Jersey Limited Liability Company (LLC)
The Jersey LLC is a familiar vehicle designed for sophisticated investors and modelled on the Delaware and Cayman LLCs. The introduction of the LLC in Jersey expands the Island’s product offering and strengthens its position as a leading international finance centre.
This factsheet includes amendments to the legislation, which allow a Jersey LLC to elect to be a body corporate. These amendments came into effect in February 2023.
3 February 2023
Key features
- Modelled on leading LLC regimes, mainly Delaware and Cayman
- Legal personality and option to elect to be a body corporate, benefitting from limited liability
- The unique flexibility of LLC operating agreements will afford members the ability to structure and manage their undertaking as best suits their needs
- Managers will not be subject to fiduciary duties unless set out in the LLC Agreement, but will be subject to a baseline duty of good faith and with the additional flexibility of a member approval procedure
- No requirement for the inclusion of Jersey resident members or managers (subject to regulatory and economic substance requirements)
- Simple registration process by way of certificate and consent to issue interests from the Jersey Financial Services Commission (JFSC), with the LLC Agreement not publicly available
- Administration services to be provided on establishment and by a person registered under the Financial Services Jersey (FSJ) Law to carry on Trust Company Business (TCB)
- A Jersey LLC can operate as a Jersey Private Fund or as a manager to a Jersey Private Fund
- Subject to the usual JFSC fund permissions, an LLC will be able to market to EU investors under the Alternative Investment Fund Managers Directive (AIFMD) third country private placement rules
- A Jersey LLC will be treated as transparent for domestic tax purposes in Jersey
- The Jersey LLC is not subject to the UK’s City Panel Takeover Code
- It can have its securities listed (debt or equity), although not if it is a Jersey Private Fund
- There is a straightforward summary winding up process, based on a solvency statement
What can LLCs be used for?
The main use cases for the Jersey LLC include:
Securities Issuing Vehicles
Jersey Private Funds (JPF)
Manager to a Securities Issuing Vehicle
Manager or AIF Manager to a JPF
A Schedule 2 business requiring registration under the Proceeds of Crime (Supervisory Bodies) (Jersey) Law 2008
Why Jersey?
This document provides a quick overview of the vehicle and its key features. More information and recent further amendments are available on the Jersey Legal Information Board (JLIB) website.
Cost effectiveness
Expert community of financial services providers, including a world-class professional and legal services network
The comfort of a well-regulated jurisdiction and future certainty for marketing under AIFMD
Familiarity
A leading international finance centre for more than 60 years
Contact
Philip leads Jersey Finance's business development in the Americas, working with financial institutions and innovative start-ups while drawing on over three decades of experience across investment management, banking and consulting.
Born in Jersey, Nicola has a strong regulatory background having spent over six years at the Jersey Financial Services Commission - working in Securities supervision, authorisation and enforcement - before moving into industry in investment gatekeeper and regulatory consultancy roles.
Peggy Gielen joined Jersey Finance in September 2005 as Legal and Technical Manager.
Peggy is originally from Belgium, where she obtained a Masters in Economics at Antwerp University before working as a manager in the Foreign Trade and Credit functions of KBC Bank and Royal Bank of Scotland. Prior to joining Jersey Finance, Peggy was working at the Belgian Embassy in London, where she was responsible for developing and supporting inward and outward investment opportunities for Flanders.
Peggy is originally from Belgium, where she obtained a Masters in Economics at Antwerp University before working as a manager in the Foreign Trade and Credit functions of KBC Bank and Royal Bank of Scotland. Prior to joining Jersey Finance, Peggy was working at the Belgian Embassy in London, where she was responsible for developing and supporting inward and outward investment opportunities for Flanders.
