Nominee Director Services
In some jurisdictions, a nominee director is a legitimate corporate-governance tool — for privacy from public registers, for non-resident founders unable to sit on the board personally, or for structuring requirements specific to a transaction. We provide nominee director services where the legal framework supports them, and only with proper documentation.
What a nominee director is
What is a nominee director?
A nominee director is a named natural person appointed to a board to act for the beneficial owner, under a nominee agreement and a declaration of trust. The registry records the nominee as the director. Beneficial ownership is still filed under the owner’s own name.
Nominee director vs director: what changes?
Legally, nothing. A nominee carries the same fiduciary duties, signs the same filings and takes the same personal exposure as any other director. The nominee agreement limits the role to routine governance and reserves commercial decisions to the owner. In LLC jurisdictions such as Nevis the role is called a nominee manager.
Is a nominee director legal?
Yes, in the jurisdictions listed below, as long as the appointment is documented and disclosed. The nominee’s name goes to the registry and the tax authority; the beneficial owner goes on the beneficial-owner register. Using a nominee to keep an owner away from a regulator is another matter, and we decline it.
Where we offer nominee directors
We provide nominee director services in jurisdictions where the legal framework is well-established, the role is properly documented, and the use case is legitimate:
Caribbean offshore
- British Virgin Islands — common for BVI Business Companies; nominee disclosed to BVI Financial Services Commission, beneficial owner kept on private register
- Cayman Islands — for Cayman exempted companies; subject to Economic Substance regulations
- Bahamas — IBCs and IBC equivalents
- Belize — offshore IBCs
- Nevis — LLCs and IBCs
- Antigua & Barbuda — IBCs
- Marshall Islands — international business companies
Africa offshore
- Mauritius — Global Business Company (Category 1)
- Seychelles — IBCs
Other
- UAE — both mainland LLCs and free zone companies, subject to UAE Federal Law No. 2 of 2015 and the Companies Law
- Hong Kong — common for HK limited companies
- Singapore — local nominee director satisfies the statutory resident director requirement
- Switzerland — Swiss-resident director where the company has no other Swiss-resident board member
- Liechtenstein — for AG and SA structures
- Crown Dependencies (Jersey, Guernsey, Isle of Man) — for resident-director requirements
- Panama — for Panamanian Sociedad Anónima
- Gibraltar for Companies Act 2014 companies, with the beneficial owner filed on the Gibraltar UBO register
Where we do NOT offer nominee directors
We do not offer nominee director services in any EU member state. The 6th EU Anti-Money Laundering Directive requires beneficial-owner disclosure to public registers in every member state, which makes nominee structures ineffective for the privacy purposes that historically justified them. EU corporate transparency rules treat the nominee as the disclosed director while still requiring full beneficial-owner disclosure separately.
We also decline nominee engagements anywhere in the world where the apparent intent is to: evade tax disclosure obligations, circumvent beneficial-owner registers, evade sanctions screening, hide assets from creditors or judgment enforcement, or operate a regulated activity without the regulator’s knowledge of the actual operator.
Can you provide nominee directors in Denmark or Malta?
No. Denmark and Malta are EU member states, so the rule above covers them. Beneficial ownership is filed with the Danish Business Authority and the Malta Business Registry whoever sits on the board. Where a bank or a statute wants a resident director, we look at a disclosed appointment instead.
How our nominee service works
Documentation pack
Every nominee engagement is supported by a documented pack: a Nominee Director Agreement defining the scope and limits of the nominee’s authority, a Declaration of Trust acknowledging the beneficial owner, a power of attorney granted to the beneficial owner for operational decisions, and indemnification provisions protecting both parties.
Identity and disclosure
The nominee is a real, named natural person — typically a senior employee of our local agent in the relevant jurisdiction — whose identity is disclosed to the company registry, the local tax authority, and (where required) the beneficial-owner register. The nominee is not “anonymous” — they are publicly identifiable as the director, which is the entire mechanism that makes them effective for privacy from incidental public-register searches.
Substance and compliance
For jurisdictions with Economic Substance requirements (Cayman, BVI, Bahamas, Bermuda, Channel Islands), the nominee director participates in the minimum required board meetings, signs the required Economic Substance Notifications, and is reachable for regulator queries. We document this participation contemporaneously.
Fee structure
Annual fixed fee per nominee director, billed in advance. The fee includes: the director’s time for routine board resolutions, signature on filings prepared by us, and reachability for regulator queries. Out-of-scope work (litigation involvement, regulatory investigations, board roles outside routine governance) is quoted separately.
What determines the cost of a nominee director service?
Four things move the quote. First, the jurisdiction and its licensing regime. Then whether Economic Substance filings fall inside the scope, how many board resolutions a year the company needs, and the risk profile of the trade. Regulated activity is the expensive variable. The figure goes to you in writing first.
How do I appoint a nominee director?
Compliance runs first, documents second, the registry filing last.
- Due diligence on the beneficial owner and the source of funds
- A written assessment of whether a nominee fits the purpose
- Nominee agreement, declaration of trust and power of attorney signed
- Board or shareholder resolution making the appointment
- Filing with the registry, then the beneficial-owner record
Important caveats
A nominee director is a corporate-governance role, not a tax-residency tool. Where you need the company to be tax-resident in the jurisdiction of the nominee for treaty-network reasons, the nominee’s role alone is usually insufficient — you also need substantive management decisions to be made in the jurisdiction. We discuss the substance requirements with you upfront.
The nominee is not a tax adviser, not a lawyer, and does not provide investment advice. Their role is corporate governance — sitting on the board, signing routine filings, and being identifiable to the registry as director.
What are the risks of using a nominee director?
The real risk is a gap between the paperwork and what actually happens. A nominee who signs whatever arrives, or an owner who treats the board as a formality, builds evidence of a shadow directorship. We set the scope in writing so neither side has to guess.
Quote a nominee structure
Tell us the jurisdiction, the company structure, and the reason you are considering a nominee director on the contact form. We come back with a written assessment within 4 business hours — including whether nominee is the right tool for your purpose, or whether a different structure (registered agent only, local director appointment, professional corporate director) would be more appropriate.
Common use cases for nominee directors
The legitimate use cases we see most often:
Local-resident director requirements
Some jurisdictions require at least one director resident in the country (Singapore, Liechtenstein, Crown Dependencies for some structures). When the beneficial owner is non-resident, a nominee resident director satisfies the statutory requirement. The beneficial owner remains in operational control via power of attorney.
Privacy from incidental public-register searches
In jurisdictions with public director registers (UK Companies House, EU member-state registers) but private beneficial-owner registers (BVI, Cayman, some others), a nominee director keeps the beneficial owner’s name off the public-facing record. The beneficial owner is still disclosed to the licensing authority on the private register. This works for incidental searches (competitor checks, journalist searches) but does not hide ownership from regulators.
Multi-tier governance for fund structures
Cayman exempted companies, BVI Business Companies, and similar offshore vehicles used in fund structures often use a professional nominee director from the registered agent’s firm to satisfy the day-to-day fiduciary role, with the fund’s investment committee retaining strategic control via shareholder resolutions.
Why use a nominee director service?
Clients arrive with one of three problems. One: a resident-director requirement they cannot meet in person. Two: a board with nobody in the registry’s time zone. Three: a public director register they would rather stay off. A nominee solves the first two. Against a regulator the third is worth nothing.
Country availability and pricing
We provide nominee director in these jurisdictions (annual fixed fee per nominee, scoped by jurisdiction):
- BVI nominee director — most common offshore use case
- Cayman Islands nominee director — for exempted companies, with Economic Substance compliance
- Bahamas nominee director — IBCs
- Belize nominee director — IBCs
- Nevis nominee director — LLCs and IBCs
- UAE nominee director — both mainland and free zone, subject to Federal Law No. 2 of 2015
- Hong Kong nominee director
- Singapore local nominee director — satisfies statutory resident-director requirement
- Switzerland nominee director — Swiss-resident director where no other Swiss board member
- Mauritius nominee director — for Global Business Companies
- Seychelles nominee director — for IBCs
- Panama nominee director — for Sociedad Anónima
- Jersey nominee director
- Guernsey nominee director
- Isle of Man nominee director
- Gibraltar nominee director, with beneficial ownership disclosed to Companies House Gibraltar
What we will NOT do
We decline nominee engagements anywhere in the world where the apparent intent is to: evade tax disclosure obligations, circumvent beneficial-owner registers, evade sanctions screening, hide assets from creditors or judgment enforcement, or operate a regulated activity without the regulator’s knowledge of the actual operator. We also do not offer nominee in any EU member state — the 6th EU AML Directive requires beneficial-owner disclosure to public registers in every member state, which makes nominees ineffective for the privacy purposes that historically justified them.
