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Nominee director in the Netherlands

Nominee director in the Netherlands

Updated on Monday 05th October 2015

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To protect the identity of the owners of offshore companies, there is the option to appoint a nominee director in the Netherlands. Based on an annual contract, the nominee director in Netherlands appears in business documents and signs the company's papers (such as contracts or invoices) for the real beneficiary.

When using a nominee director in Netherlands, the real owners and /or managers do not want their names to appear in the articles of association of the company in the incorporation procedure. In these situations, one or more persons agree to be listed in the articles of association. After incorporation,to the nominee directors is given a general mandate - General Power of Attorney for establishing all rights: opening the account, signing contracts, full management of the company. The empowerment is made before a notary public and carries an Apostille to be available anywhere in the world.

 

The legal practice has developed a number of means by which there can be offered full protection of civil fraud against nominee directors:

- Declaration of renunciation to the position of Director ( resigned ) - Letter of Resignation. This statement shall be remitted to the beneficiary, signed but undated . The beneficiary may retroactively dismiss the manager. If the nominee director abused his position, by his retroactive dismissal all the documents signed by him may be canceled;

- Form for submission of ownership of shares - Share Transfer.

- Resolution of nominee director in writing. This form is signed by the nominee director in Netherlands and provided to the beneficiary.

- Control over accounts. The nominated officers do not have the right to sign. They do not know where the company's account is opened and this right is exclusively reserved to the real owner of the company.

 

The nominee directors in Netherlands are usually represented by law firms that can represent the company on general and local levels, in accordance to the Dutch law.

Maybe the most important rule is that the nominee directors lead the company only on the instructions provided by the beneficiaries. The request to use full anonymous function is recommended in most cases, but not mandatory.

 

Our lawyers in Netherlands can provide full services in this field, by helping you find a trustful nominee director for opening and conducting a business in Netherlands. For further information, please contact us.

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