There are two options when it comes to offshore company administration in a tax haven. The first option is to have an offshore incorporation that is directed by the owner. This simply means that as the beneficial owner of the international business company “IBC”, you can be appointed as the company director. This appointment is not directly registered on the public file in the Registrar of Companies in most tax havens, but it, along with the relevant resolutions; have to be kept in the registered office of the company by the Registered Agent. Of course the details of the company director will also be found in the main documents of the company.
The second option is to have a company that is directed by an appointed director, called a nominee. In this case a professional third-party director takes on the directorship of the company. This position is often called that of “Nominee Director. The incorporation agent usually provides the nominee service or you can choose to outsource it to another reputable company management service provider. In actual fact, the owner of the company has the right to ask anyone they want to be appointed as the company director.
In certain tax havens, where the law permits it, the nominee director may be a corporation.
A third-party company manager’s main purpose is to protect the actual owner of the offshore company from any outright relation to the company. Realistically, the appointed third-party director does not have an active involvement in the regular affairs of the company. Instead, he simply fills the official position. In fact, this is why he or she is called by the term “nominee” director. Really the owner of the company personally transacts the daily business of the company. To be able to serve an active function, he or she is usually appointed a “representative” of his or her own company through the enactment of a special resolution or a power of attorney. This means the client personally signs all the company’s correspondence, contractual documents, and raises invoices, operating company bank accounts with his own signature, acting as if he were a director.
Having the owner of the offshore incorporation appear as a shareholder will reduce the level of confidentiality. So in order to further conceal the owner’s direct link to the company, he might enlist the services of a nominee shareholder. This is quite a passive position, which is different from the directorship, the incorporation agent typically provides a nominee shareholder service.
Offshore Pro Group
Thursday, 10 June 2010
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