Video: Kinds of Directors and Appointment 2024, July
Today, almost everyone knows about the existence of nominal figures in business, but few people really understand why they are needed and is this fraud? Let’s figure out who they appoint and for which position, the nominee director - what is it, how much is it legal, and is it worth it to get involved in this type of activity?
Rated service
When opening job offers, you probably noticed that there are firms that provide nominee services. What does it mean? Such companies contain a whole staff of individuals and legal entities that are appointed to certain positions, while they will have limited access to business information, a limited range of responsibilities and opportunities. For example, the liability of a nominee director allows him to sign internal papers and contracts.
What is it for
Nominee shareholder or nominee director - what is it and who needs it? If you do not take into account illegal and illegal business, many companies periodically need a nominee director.
The first example. There are two firms with one director. Between them there is a need to carry out some kind of formal documentary circulation. It is impossible to sign a contract between firms on one person. Here the nominal general director of one of the companies comes to the rescue, on whose behalf the papers will be signed.
Second example. For prestige, a company needs an account with an English bank abroad. The bank refuses to accept a resident of another country as the account manager. In this case, a third-party English clerk is hired, who can open an account in his name and manage it with disabilities.
The third example. When the founder of the company does not want to advertise his activities, and considers it a trade secret, protecting himself from competitors.
Nominee Director
Nominee director - what is it and what is it for, from the listed examples it is clear. But there are other nominal posts. These are nominee shareholders and secretaries. Who is who?
The nominee director executes the orders of the general director or founder and manages the business in the direction specified by the contract. Most often, an attorney works by proxy. This person has the right to sign and a limited range of powers - concludes contracts that they tell him, opens bank accounts, but does not know, for example, where the current office is located or which bank the current account is located in.
Nominee Shareholder
A nominee shareholder is not a rare figure in the offshore business. Often, a part of the company's shares is drawn up in his name so that the real owner of the company does not appear in the state register of company owners. Of course, it’s quite risky to transfer even a part of the shares into the hands of an unauthorized person, therefore a written agreement is concluded between the real shareholder and the nominal one, according to which, all dividends received are transferred to the true owner.
Nominee Secretary
This position, as well as the treasurer, chairman and some other officials, is used quite rarely in those cases where in some countries this or that position is mandatory, but it does not bear any benefit and need for business. An example of such a country is Panama. All three of these posts should be present.
What does the attorney get
Work as a nominee director is paid for the time that a person spends in this position, as well as for the risks that he carries when he is at such a high step in the career ladder. After all, there is always a chance that the business leader will carry out some illegal operation, thereby substituting the one who, according to the documents, bears personal responsibility.
Of course, this risk is very high, and therefore the work is paid quite high.
Most often, such nominee services are provided by law firms, or individual lawyers and lawyers who are able to assess the risk and quite thoroughly know the specifics of the work of the customer company. One person is often the nominee director of 5 to 20 small companies.
The risks
An important point remains the risks that a nominee director has during his work. Reviews say the post is fraudulent. Let's figure it out.
The legislation of the Russian Federation does not have this concept, and the provision of such services is not considered illegal. The only thing that is forbidden is the organization of the company with the involvement of a nominee, but it is very difficult to prove legally that the director employed was a nominee. Therefore, the risks of a nominee director are extremely small.
Usually, the appointment takes place on the advice of the founders, the hiring is documented, and any legal delays arising in the course of work may appear, as in the ordinary work of the CEO or founder.
Of course, taking a job as a nominee director, what it is, a person should understand the risks first. Especially with regard to criminal activity, for which also often put at the head of the company a figurehead. In general, deciding on such a gamble, a specialist must clearly understand the specifics of what the company is doing, for what purpose it is hired, and what consequences for it can entail problems and risks that may arise in the process of managing the company. Only in this case should one agree to this kind of work. Plus, the specialist must have a legal education so that he can understand the agreement that is concluded with him.
