Business Names (Jersey) Law 1956
A LAW to provide for the registration of firms and persons carrying on
business under business names, and for purposes connected therewith
Commencement [see endnotes]
this Law, unless the context otherwise requires –
means the name or style under which any business is carried on, whether in
partnership or otherwise;
includes any forename;
means the Jersey Financial Services Commission established by the Financial
Services Commission (Jersey) Law 1998;
the Inferior Number of the Royal Court;
an unincorporate body of 2 or more individuals, or one or more individuals and
one or more bodies corporate, or 2 or more bodies corporate, who have entered
into partnership with one another with a view to carrying on business for
profit, but shall not include a limited partnership or a limited liability
partnership or any unincorporated company which was in existence on the 17th
day of August 1861;
means any firm, individual or body corporate whose principal place of business
is situate outside Her Majesty’s dominions;
means a natural person and does not include a body corporate;
includes any recognized abbreviation of a Christian name;
partnership” means a limited liability partnership registered in
accordance with the Limited
Liability Partnerships (Jersey) Law 2017;
means an incorporated limited partnership established in accordance with the Incorporated
Limited Partnerships (Jersey) Law 2011, a limited partnership
established in accordance with the Limited
Partnerships (Jersey) Law 1994 or a separate limited
partnership established in accordance with the Separate
Limited Partnerships (Jersey) Law 2011.
means the Minister for External Relations and Financial
form” means in a form specified by the Commission in a notice published
by the Commission;
respect of a fee payable by virtue of this Law, published by the Commission in
accordance with Article 15(5) of the Financial
Services Commission (Jersey) Law 1998; and
any other case, published by the Commission in a manner likely to bring it to
the attention of those affected;
means the registrar of business names appointed pursuant to Article 2 and the
“registrar’s seal” in relation to the registrar means a seal
prepared under that Article.
the case of a peer or person usually known by a British title different from
his or her surname, the title by which the peer or person is known shall be
substituted in this Law for his or her surname.
in this Law to a former Christian name or surname shall not include a former
Christian name or surname where that name or surname was changed or disused
before the person bearing the name attained the age of 18 years or has
been changed or disused for a period of not less than 20 years.
in this Law to a change of name shall not include, in the case of a peer or a person
usually known by a British title different from his or her surname, the
adoption of or succession to the title.
and other officers
registrar of companies appointed pursuant to Article 196 of the Companies
(Jersey) Law 1991 shall be the registrar of business names.
Commission may direct a seal or seals to be prepared for the authentication of
documents required for or in connection with the registration of business
functions of the registrar under this Law may, to the extent authorized by the
registrar, be exercised by any officer on the staff of the Commission.
and persons to be registered
Subject to the provisions of this Law –
firm having a place of business in Jersey and carrying on business under a
business name which does not consist of the true surnames of all partners who
are individuals and the corporate names of all partners who are bodies
corporate without any addition other than the true Christian names of individual
partners or initials of such Christian names;
individual having a place of business in Jersey and carrying on business under
a business name which does not consist of his or her true surname without any
addition other than his or her true Christian names or the initials thereof;
individual or firm having a place of business in Jersey who, or a member of
which, has either before or after the commencement of this Law changed his or
her name, except in the case of a woman in consequence of marriage;
body corporate carrying on business under a business name which does not
consist of its corporate name without any addition;
limited partnership carrying on business under a business name which does not
consist of the name under which it is established without any addition;
limited liability partnership carrying on business under a business name which
does not consist of the name under which it is registered without any addition,
shall be registered in
the manner provided by this Law:
the addition merely indicates that business is carried on in succession to a
former owner of the business, that addition shall not itself render
2 or more individual partners have the same surname, the addition of an
“s” at the end of that surname shall not of itself render
the business is carried on by a person for the time being administering the
property of another person by reason of the bankruptcy of that other person,
registration shall not be necessary, and
purchase or acquisition of property by 2 or more persons jointly shall not of
itself be deemed to be carrying on a business whether or not the owners share
any profits arising from the sale thereof.
by nominee, etc.
Where a firm, individual
or body corporate having a place of business within Jersey carries on the
business wholly or mainly as nominee or trustee of or for another person or
other persons, or another body corporate, or acts as general agent for any
foreign firm, the first-mentioned firm, individual or body corporate shall be
registered in the manner provided by this Law, and, in addition to the other
particulars required to be furnished and registered, there shall be furnished
and registered the particulars mentioned in the Schedule:
Provided that where the
business is carried on by a person for the time being administering the
property of another person by reason of the bankruptcy of that other person,
registration under this Article shall not be necessary.
and particulars of registration
firm or person required under this Law to be registered shall furnish to the
registrar a statement in writing in the prescribed form containing the
following particulars –
general nature of the business;
principal place at which the business is carried on;
the registration to be effected is that of a firm, the present Christian name
and surname, any former Christian name or surname, the nationality, the usual
residence and the other business occupation (if any) of each of the individuals
who are partners, and the corporate name and registered or principal office of
every body corporate which is a partner;
the registration to be effected is that of an individual, the present Christian
name and surname, any former Christian name or surname, the nationality, the
usual residence and the other business occupation (if any) of such individual;
the registration to be effected is that of a body corporate, its corporate name
and registered or principal office;
the business is commenced after the coming into force of this Law, the date of
the commencement of the business.
a business is carried on under 2 or more business names, each of those business
names must be stated.
to be signed by persons registering
statement required for the purpose of registration must –
the case of an individual, be signed by the individual or by some other person
who satisfies the registrar that the person is authorized to sign on behalf of
that individual and in this latter case must be verified by an affidavit made
by the signatory;
the case of a body corporate, be signed by a director or the secretary thereof;
the case of a firm, be signed either by all the individuals who are partners
and by a director or the secretary of all bodies corporate which are partners,
or by some individual who is a partner, or by a director or the secretary of
some body corporate which is a partner, and in either of the last 2 cases must
be verified by an affidavit made by the signatory:
Provided that no such
affidavit stating that any person other than the person making the affidavit is
a partner, or omitting to state that any person other than as aforesaid is a
partner, shall be evidence for or against any such other person in respect of
his or her liability or non-liability as a partner.
Court may, on the application of any person alleged or claiming to be a
partner, direct the rectification of the register and decide any question
arising under this Article.
particulars required to be furnished under this Law shall be furnished within 14
days after the firm or person commences business, or the business in respect of
which registration is required, as the case may be.
Article shall apply, in the case where registration is required in consequence
of a change of name, as if for references to the date of the commencement of
the business there were substituted references to the date of such change.
of changes in firm
Whenever a change is made
or occurs in any of the particulars registered in respect of any firm or person,
such firm or person shall, within 14 days after such change or such longer
period as the registrar may allow, furnish to the registrar a statement in
writing in the prescribed form specifying the nature and date of the change,
signed, and where necessary verified, in like manner as the statement required on
for default in registration
If any firm or person by
this Law required to furnish a statement of particulars, or of any change in
particulars, without reasonable excuse fails to do so in the manner and within
the time specified by this Law, every partner in the firm or the person so in
default shall be liable to a fine of level 3 on the standard scale, and the
court having cognizance of the case shall order a statement of the required
particulars or change in the particulars to be furnished to the registrar
within such time as may be specified in the order.
10 Disability of
persons in default
any firm or person by this Law required to furnish a statement of particulars,
or of any change in particulars, fails to do so, then the rights of the
defaulter under or arising out of any contract made or entered into, at any
time during the period of default, by or on behalf of such defaulter in
relation to the business in respect of the carrying on of which particulars
were required to be furnished, shall not be enforceable by action or other
legal proceeding either in the business name or otherwise:
Provided that –
defaulter may apply to the Court for relief against the disability imposed by
this Article and the Court, on being satisfied that the default was accidental,
or due to inadvertence or some other sufficient cause, or that on other grounds
it is just and equitable to grant relief, may grant such relief either
generally, or as respects any particular contracts, on condition of the costs
of the application being paid by the defaulter, unless the Court otherwise
orders, and on such other conditions (if any) as the Court may impose, but such
relief shall not be granted except on such service and such publication of
notice of the application as the Court may order, nor shall relief be given in
respect of any contract if any party to the contract proves to the satisfaction
of the Court that, if this Law had been complied with, the party would not have
entered into the contract;
herein contained shall prejudice the rights of any other parties as against the
defaulter in respect of such contract as aforesaid;
any action or proceeding is commenced by any other party against the defaulter
to enforce the rights of such party in respect of such contract, nothing herein
contained shall preclude the defaulter from enforcing in that action or
proceeding, by way of counterclaim, set-off or otherwise, such rights as the
defaulter may have against that party in respect of such contract.
prejudice to the definition of “Court” in Article 1, if any
proceeding to enforce any contract is commenced by a defaulter in the Petty
Debts Court, that Court may, as respects that contract, grant such relief as
11 False information
and failure to supply information
person who knowingly or recklessly provides the registrar or any other person
entitled to information under this Law with information that is false or
misleading in a material particular shall be guilty of an offence if the
information is provided –
purported compliance with a requirement imposed under this Law or any Order
than as mentioned in sub-paragraph (a) but in circumstances in which the person
providing the information intends, or could reasonably be expected to know,
that the information would be used by the registrar for the purpose of carrying
out the registrar’s functions under this Law.
person who knowingly or recklessly provides the registrar or any other person
with information that is false or misleading in a material particular shall be
guilty of an offence if the information is provided in connection with an
application for registration under this Law.
person guilty of an offence under paragraph (1) or (2) shall be liable to
imprisonment for a term not exceeding 5 years or a fine, or both.
12 Duty to furnish
particulars to registrar
registrar may require any person to furnish such particulars as appear to the
registrar to be necessary for the purpose of ascertaining whether or not that person
or the firm of which the person is a partner should be registered under this Law,
or an alteration made in the registered particulars, and may also in the case
of a body corporate require the secretary or any other officer of the body
corporate performing the duties of secretary to furnish such particulars, and
if any person when so required fails to supply such particulars as it is in his
or her power to give, or furnishes particulars which are false in any material
particular, he or she shall be liable to imprisonment for a term of 3 months
and to a fine.
from any information so furnished it appears to the registrar that any firm or person
ought to be registered under this Law, or an alteration ought to be made in the
registered particulars, the registrar may require the firm or person to furnish
the required particulars to the registrar within such time as the registrar may
allow, but, where any default under this Law has been discovered from the
information acquired under this Article, no proceedings under this Law shall be
taken against any person in respect of such default prior to the expiration of
the time within which the firm or person is required by the registrar under
this Article to furnish particulars to the registrar.
13 Registrar to
file statement and issue certificate of registration
On receiving any
statement or affidavit made in pursuance of this Law, the registrar shall cause
the same to be filed, and shall send or deliver a certificate of the
registration thereof to the person registering, and the certificate or a
certified copy thereof shall be kept exhibited in a conspicuous position at the
principal place of business of the firm or individual, and, if it is not kept
so exhibited, every partner in the firm or the person, as the case may be,
shall be liable to a fine of level 2 on the standard scale.
14 Index to be kept
The registrar shall keep
an index of all the firms and persons registered under this Law.
15 Removal of names
any firm or individual registered under this Law ceases to carry on business,
it shall be the duty of the persons who were partners in the firm at the time
when it ceased to carry on business or of the individual or if he or she is
dead the person charged with the administration of his or her personal estate,
within 3 months after the business has ceased to be carried on, to send or
deliver to the registrar a notice in the prescribed form to the effect that the
firm or individual has ceased to carry on business, and if any person whose
duty it is to give such notice fails to do so within such time he or she shall
be liable to a fine of level 2 on the standard scale.
receipt of such a notice, the registrar shall remove the firm or individual
from the register.
the registrar has reasonable cause to believe that any firm or individual
registered under this Law is not carrying on business, the registrar may send
to the firm or individual by registered post a notice that, unless an answer is
received to such notice within one month from the date thereof, the firm or
individual will be removed from the register.
the registrar either receives an answer from the firm or individual to the
effect that the firm or individual is not carrying on business or does not
within one month after sending the notice receive an answer, the registrar shall
remove the firm or individual from the register.
16 Undesirable and
misleading business names
registrar may refuse to register any business name under this Law or may remove
any business name from the register where, in the registrar’s opinion,
the name is undesirable or misleading and, in particular, but without prejudice
to the generality of the foregoing –
the name contains the word “British” or any other word which, in the
registrar’s opinion, is calculated to lead to the belief that the
business is under British ownership or control, and the registrar is satisfied
that the nationality of the persons by whom the business is wholly or mainly
owned or controlled is at any time such that the name is misleading; or
the name contains the word “Jersey” or “Cæsarea”
or any variation of those words and the registrar is satisfied that the
associations with Jersey of the persons by whom the business is wholly or
mainly controlled is at any time such that the name is misleading.
person aggrieved by a decision of the registrar under paragraph (1) may
appeal to the Court, the decision of which shall be final.
under this Article, the registration of a business name is refused or any
business name is removed from the register, any person carrying on business
under that name in such circumstances as to require registration under this Law
shall be liable under Article 9 to the same penalties as if the person had
without reasonable excuse failed to furnish a statement of particulars with
respect to that name.
registration of a business name under this Law shall not be construed as
authorizing the use of that name if apart from such registration the use thereof
could be prohibited.
17 Inspection of
person may, on payment of such fee as may be published –
(a) inspect the documents filed by the registrar
in pursuance of this Law; and
a copy of all or part of a certificate of registration issued under this Law, a
copy of all or part of a document filed under this Law or a certified copy of
such a certificate, document or part.
a copy, if certified in writing by the registrar (whose position it is
unnecessary to prove) to be an accurate copy of the certificate, document or part,
shall in all proceedings be admissible in evidence as of equal validity with
the original and as evidence of any fact stated in it of which direct oral
evidence would be admissible.
Commission may require the payment to it of published fees in respect of –
(a) the carrying out of any function by the
registrar under this Law; and
(b) any registration for the time being in force
under this Law.
registrar may refuse to carry out a function if any relevant fee has not been
registrar may remove from the register a firm or individual in respect of the
registration of a name if a fee in respect of the registration has remained
unpaid for 2 months or more after it became due.
Minister may by Order make provision for the purpose of carrying this Law into
effect and in particular, but without prejudice to the generality of the
foregoing, for prescribing any matter which is to be prescribed under this Law.
Order made under this Law may –
(a) make different provision in relation to
different cases or circumstances;
(b) contain such transitional, consequential,
incidental or supplementary provisions as the Minister may consider necessary
Minister shall consult the Commission before making any Order under this Law.
The power to make Rules
of Court under the Royal
Court (Jersey) Law 1948 shall include a
power to make Rules for the purposes of this Law.
21 Publication of
true names, etc.
individual and firm required by this Law to be registered shall, in all trade
catalogues, trade circulars and business communications, on or in which the
business name appears and which are issued or sent by the individual or firm to
any person in any part of Her Majesty’s dominions, have mentioned in
legible characters –
the case of an individual, the individual’s present Christian names or
the initials thereof and present surname, any former Christian name or surname
and the individual’s nationality if not British; and
the case of a firm, the present Christian names, or the initials thereof, and
present surnames, any former Christian names and surnames, and the nationality
if not British of all the partners in the firm or, in the case of a body
corporate being a partner, the corporate name.
any individual or firm fails to comply with the provisions of this Article, the
individual or, as the case may be, every member of the firm shall be liable for
each offence to a fine of level 2 on the standard scale:
Provided that no proceedings
shall be instituted under this Article except by or with the consent of the
an offence under this Law committed by a limited liability partnership or body
corporate is proved to have been committed with the consent or connivance of,
or to be attributable to any neglect on the part of –
(a) a person
who is a partner of the partnership, or director, manager, secretary or other
similar officer of the body corporate; or
(b) any person
purporting to act in any such capacity,
the person shall also be
guilty of the offence and liable in the same manner as the partnership or body
corporate to the penalty provided for that offence.
the affairs of a body corporate are managed by its members, paragraph (1)
shall apply in relation to acts and defaults of a member in connection with his
or her functions of management as if the member were a director of the body
person who aids, abets, counsels or procures the commission of an offence under
this Law shall also be guilty of the offence and liable in the same manner as a
principal offender to the penalty provided for that offence.
in paragraph (3) affects the operation of paragraph (1) or (2).
This Law may be cited as
the Registration of Business Names (Jersey) Law 1956.