Removal of restriction on the use of Incorporated Cell Companies by Non-Financial Services Businesses

5th July 2021

The Commission has implemented The Companies (Incorporated Cell Companies) (Prescribed Classes) Regulations, 2021.

Previously, under the Companies (Guernsey) Law, 2008 a non-financial services business wishing to be incorporated as an Incorporated Cell Company (ICC), was required to be administered by a licensed person. The new regulations remove this requirement where the ICC is to be a non-financial services business. This will assist non-financial services businesses wishing to establish themselves in the Bailiwick, by reducing their costs on establishment and on an on-going basis.

Commenting on the removal of the restriction, a Commission spokesman said: The change allows non-financial services businesses to use a Guernsey ICC structure in a lower cost manner. The Commission made the change following consultation with the States’ Committee for Economic Development who have endorsed the Commission’s liberalisation of regulation in this area.”

The Commission modernised the law in this area following a request from a non-financial services entity wishing to use Guernsey’s ICC structure.  The Commission undertook research to understand the origins of the restrictive regulations surrounding ICCs and concluded that the original restrictions, dating from the 1990s and relating to protected cell companies, were no longer strictly necessary for ICCs. 

The Companies (Incorporated Cell Companies) (Prescribed Classes) Regulations, 2021 came into effect on 2 July 2021.  Anyone wishing to make use of the provisions of the regulations should seek consent to incorporate the ICC from the Commission in the normal manner, making reference to s.468 (1) (e) of the Companies (Guernsey) Law, 2008.

A copy of the new regulations can be found here