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Glossary of Terms
Bank Account Administration
Usually the signatories on a company
bank account, i.e. the company officers that have signing and
controlling powers over a bank account, are its directors.
Where for reasons of confidentiality, local nominee directors are
provided these will manage the bank accounts of the company under
the strict, legitimate instructions of the "real" directors of the
company. This also serves to ensure that the "management and
control" remains in the country of the company's registration which,
in some countries, ensures that the company's independence from
other taxing jurisdictions is not compromised.
In most countries, the role of
company secretary is an important one. Professional company
secretaries ensure that the company's official filings with the
relative Registry of Chamber of Commerce are done timely and
correctly and that the company remains in good standing in the
country of incorporation.
A Nominee Shareholder is a person
who steps in a the public owner of shares in a company without
having any actual ownership of a company. A nominee
shareholder only acts
on instructions from the real owner (the beneficiary) of a company.
The relationship between the nominee shareholder and the beneficiary
is regulated by the nominee's professional licence as well as by a
contract outlining the rights and duties of the nominee. The
services of nominee shareholders are used in offshore and onshore companies to secure
confidentiality of the beneficiaries.
A "Nominee" Director is a director
who controls the company on the legitimate instructions of the beneficiary of a company.
Legally, the director of a company has all the rights and is fully
responsible for the actions of a company as anticipated by the law
and constitutive documents of a company. The relationship
between the director and the beneficiary and the rights and
obligations thereof are subject to legal and ethical professional
standards imposed in any given country as well as by a contract
entered into by both the management company and the beneficiary.