Jersey Foundation combines many aspects of both a trust and a company.  Foundation has features and flexibility that allow a company to retain separate legal personality and limited liability while functioning in a way similar to civil law foundation or common law trust.  Foundation has a long history in civil law jurisdictions and their introduction was initially introduced for client who are uncomfortable transferring legal ownership of assets to a trustee.  A foundation is a body corporate with a separate legal personality.

1. Key features of Jersey Foundation
   
   

   (1)	Separate legal personality A Jersey Foundation is a body corporate registered with the Registrar of Companies and is governed by the Law, its charter and its regulations. A Jersey Foundation cannot directly acquire, hold or dispose of Jersey immovable property, nor engage in commercial trading activities unless those activities are incidental to the attainment of its objects.
   (2)	Name A foundation’s name must end with the word “foundation”.
   (3)	Charter All foundations have a charter which is a public document sets out the name and objectives of the foundation.  The detailed provisions applicable to the foundation can be included in the public charter or in the regulations, which is a private document.
   (4)	Registration The charter must be lodged with the registrar on incorporation and must specify: (a) The name of the foundation and must end with the word “Foundation”; (b) The objects of the foundation must be specified.  The objects can be charitable or non-charitable; (c) The names and addresses of the first members of the foundation’s council; (d) The details of any initial endowment; (e) What will happen to foundation assets of the foundation remaining after its winding up or dissolution; (f) Details of the event the time, such as the happening of an event or the expiration of a fixed period of time, to cause the foundation to be wound up and dissolved.
   (5)	Regulations The regulations set out how the foundation’s assets are to be administered and how its objectives are to be achieved.  According to the Financial Services (Disclosure and Provision of Information) (Jersey) Law 2020, the abridged versions of the foundation’s regulations. are required to be filed with the registrar.
   (6)	Founder The person who instructs the qualified person to apply for the incorporation of a foundation, together with any person who subsequently becomes a founder under Article 19 of the Foundations (Jersey) Law 2009 (the “Law”).  The founder need not be the same person who provides any endowment or financial contributions.  The identity of the founder need not be disclosed.  If disclosed, founder’s rights may be reserved to the founder by appropriate provisions in the charter and regulations.
   (7)	The Council A foundation is required to have a council that is the body responsible for fulfilling the aims of the foundation in accordance with the Law, charter and regulations.  The council must have at least one “qualified” member (a person registered with and regulated by the Jersey Financial Services Commission to carry on trust business) and must have a guardian to oversee the work of the council and to whom the council are accountable.
   (8)	The Guardian All Jersey Foundations are required to have a guardian whose function is to ensure that the council carries out its functions and administers the foundation’s assets in accordance with the objectives of the foundation.  The role of guardian may be carried out by the founder or the qualified person, but no other council member can be the guardian.
   (9)	Beneficiaries A foundation does not need to have beneficiaries.  If there are beneficiaries, they have no interest in the foundation’s assets and beneficiaries are not owed fiduciary duties by the foundation or the council members.  Unless required by the charter or regulations a foundation is not required to provide any person including a beneficiary with any information about the foundation or its administration.

   
   A Jersey foundation has a separate legal entity but unlike a company it has no shareholders.  Like a company, the regulations provide for most commercial transactions which a company can undertake such as winding up, dissolution, merger with other foundations or corporate bodies and migration from Jersey to other jurisdictions.  The regulations may also set out the functions that may be delegated by the council.
   
   Unlike a trust, there is no requirement for an initial endowment to initiate its existence.
   
   
2. Annual maintenance of Jersey Foundation
   
   Jersey Foundation must file an annual confirmation statement with the Jersey Financial Services Commission (the “JFSC”) pursuant to the Financial Services (Disclosure and Provision) (Jersey) Law 2020 (the “Disclosure Law”).  The deadline for the filing of the first annual confirmation statement is 30 June 2021 and thereafter each annual confirmation statement must be filed between 1 January and the end of February in each year.  
   
   The foundation must keep certain records at its business address, namely:
   

   (1)	A copy of the current charter and regulations;
   (2)	A register of the names and addresses of the council members;
   (3)	Records showing its transactions;
   (4)	Records regarding its financial position;
   (5)	Record of the appointment of the guardian showing his name, address and the effective date of his appointment;
   (6)	A register of the names and addresses of all the persons who have endowed the foundation.

   
   Each council member of the foundation is required to take reasonable steps to ensure that the foundation’s records are prepared and kept properly and accurately. Failure to comply with these requirements can lead to a fine.