Many legal requirements must be followed once you are interested in operating a business in Jamaica. The Business Name Act of 1934 in Jamaica makes it illegal to operate a business without registering it with the Companies Office of Jamaica. The Companies Office of Jamaica (COJ) registers domestic and foreign corporate entities operating in Jamaica, as well as individuals and firms. It actively promotes voluntary compliance with the Registration of Business Names Act of 1934, the Companies (Amendment Act) 2013, and the Companies Act of 2004, and it keeps current records of all businesses and companies registered. Because of effective and efficient registration systems that promote company regulation and provide correct information to all stakeholders, their objective is to make conducting business in Jamaica easier.
It’s not as difficult to register your business now as it once was. Previously, you would have to visit the Companies Office of Jamaica to register your firm; today, thanks to their new online registration platform, you can do it whenever and wherever you are. Businesses that run without registering with the Companies Office of Jamaica are doing it illegally. Your company’s information is posted to the COJ website once you register. This enables, for instance, people and companies to look up your business name online and confirm that you are a legitimate company before extending your credit or conducting business with you. A registered business has many benefits like access to business loans and grants, government and other contracts, and inspire confidence in their customers as they can feel comfortable knowing that they are supporting a legal, registered entity.
To successfully register a business in Jamaica, you will need to decide on a business name that is not already registered with the COJ and you must decide on the type of structure you wish to have. Additionally, you will need to provide various documents and file various forms.
Choosing a Business Name
It is essential to have a business name once you have made the decision to run a business in Jamaica. Your company name needs to be distinctive, and unique, and appropriately describe the nature of your industry. Therefore, It’s a good idea to make your company name brief and straightforward so that it will be easier to say and remember. Make sure that the name you choose for your company is not already in the Companies Office of Jamaica (COJ) database. Don’t use words that are already trademarked by other businesses. You do not have to go to the Companies Office of Jamaica anymore to check if a business name is available. You can simply check the COJ’s database online here to see if your preferred name is available.
To reserve a name that you can subsequently use for registration purposes, you can visit the COJ’s office or go online and complete and submit a “Request for Name Search and Name Reservation Form” – Form 6 via email. The cost for the name search is JMD $500 and to reserve the name is JMD $ 3000. it may take 1 to 5 business days for the COJ to inform you of the suitability of the name and the result of the search. The COJ will keep your desired name for a period of ninety (90) days.
Determining Your Business Structure
Determining the structure of your business may be dependent upon the size and nature of the business, the level of control you wish to have, the structure you’re willing to handle, the expected profit/loss of the business, the tax implications of various business structures, etc. Before selecting the business structure that is best for your company, it is crucial to weigh the advantages and disadvantages of each business structure thoroughly. To assist you in making this choice, you might want to see a lawyer or other expert.
Here are the three primary business structures available in Jamaica:
Sole Trader/Sole Proprietorship
A sole proprietorship also commonly known as a sole trader is a business owned and operated by one person. This is the most basic and typical form of corporate structure in Jamaica. As the sole employee of the company, the owner is accountable for all business-related decisions, financial management, and risk and liability management. The benefit of having total control and flexibility for the owner, sole proprietorships are reasonably easy to set up and run. However, they have some drawbacks, such as the fact that you are individually liable as the business’s owner for all debts and responsibilities and that they can have less access to funding and other forms of support than bigger, more established business structures. Despite the disadvantages of operating a sole trader business, the owner reaps all the benefit and have the freedom to make quick decisions by themselves.
The registration fee for a sole trader is JMD$2500.00
Partnership
A partnership is a business owned and operated by two to twenty individuals. In Jamaica, there are two main types of partners – General and limited.
General Partner
In a general partnership, partners are actively involved in the daily operation of the business. Each member is solely accountable for the partnership’s debts and responsibilities. This means that the partners’ individual assets may be at risk if the partnership is unable to pay its debts. General partnerships don’t need to file official documents with the government to establish a business.
Limited Partner
The Limited Partnership Act created limited Partners. In Jamaica, there are no management responsibilities or decision-making authority for limited partners. They essentially act as equity investors, contributing money to the partnership in return for a share of the profits. The limited partners’ limited liability status would be in jeopardy if they participated actively in the operation of the partnership. Articles of partnership for limited partnerships must be provided to the Jamaican Companies Office. The terms of the partnership agreement and names of the general and limited partners must be in these sections.
The registration fee for a partnership is JMD$2,500.00
Limited Company
In order to establish a limited company in Jamaica, one must register with the Companies Office of Jamaica. It is a government body in charge of monitoring the registration and regulation of companies nationwide. The founders must submit articles of incorporation and pay the necessary costs to establish a limited company in Jamaica. Shareholders who control a firm must elect Directors to guide it in its operations. A company is a separate legal entity from its owners, with its own existence recognized by the law. As a result, the business is liable for damages and may bring a claim. Private limited businesses and public limited companies are the two primary types of limited companies in Jamaica. A small number of people run limited private corporations and are exempt from disclosure requirements for their financial data.
Public limited corporations must disclose their financial information to the public. Limited companies provide a number of advantages, including the capacity to raise capital through the selling of shares. Additionally, they have limited liability protection for the owners and shareholders, and potential tax advantages. However, limited corporations do come with some drawbacks. They must adhere to more intricate legal and financial rules as well as the possibility of greater complexity and paperwork. Regardless, the amount of money these people invest is the most they can lose if the business venture fails. This is the extent of their liability.
The registration fee for a company is JMD$24,000.00.
Filing and Providing the Necessary Documents
When registering your business, you need to provide the following documents and application forms to the Companies Office of Jamaica:
- The “Super Form” for business registration (BRF 1). The BN1/BN2/BN3 is replaced by the “Super form” ONLY for new applications.
- Articles of Incorporation – Form 1A or 1B. Use Form 1A for companies that are profitable, and Form 1B for companies that are nonprofits. These forms require the company’s registered address, which must be in Jamaica.
- A statement that attests to the owner(s)’ current residence (verification may be made by using your utility bill with your name, driver’s license, or passport). The registrant may provide a statutory declaration if none of the aforementioned documents are available to establish their address.
- A TRN for the proprietor (or proprietors) must be provided for every transaction.
- A genuine government-issued photo ID of the principal proprietor.
- Where appropriate, professional certification
- If necessary, a work permit or an exemption letter
Once you have prepared and filed the necessary documents, you can now register with the Companies Office of Jamaica and pay the fees. You must contact the relevant government agencies and obtain the necessary license and permits if necessary. Additionally, you must pay your business taxes, therefore, you must register your business for taxes with the Tax Administration of Jamaica (TAJ). After you are through with registering your business and obtaining your licenses, it is a good idea to create a business bank account. This is to keep your personal and business finances separate. Tracking your business’s income and expenses will be easier to track. REGISTER TODAY!
