Nominee Director Service in an Israeli Corporation
Who is a Nominee Director?
The basic function of the nominee director is to shield working executives of limited and other companies from the public disclosure requirements that exist in Israel and other jurisdictions. It is a perfectly legal device which preserves the privacy of an individual. It is designed to help a person who would rather not disclose their interest or association with a given corporate body. Anyone performing a company search on a company with a nominee director would be unable to discover in whose name the nominee director was registered.
Hanner-Ofer Israel Lawyers owns a Trust Companywho provides Nominee company director for your private limited company. The nominee company Director service is ideal for sole directors unable to find someone to take on this role. It means you can still operate a limited company as sole director and shareholder whilst benefiting from the excellent support of a professional company.
Who Needs a Nominee Director Service?
Using nominee directors when forming a private limited company.
What is a nominee?
What should you know about using nominees for limited company? Hanner-Ofer Israel Lawyers provides nominee corporate director service with nominee shareholder.
Nominee Director Service
A nominee director serves as a proxy for the owner(s) of a company and acts on their behalf. A separate document is provided granting Power of Attorney to the beneficiaries. In certain circumstances we can provide one of our 'in house' Companies to act as a Nominee Director. However, the Director is ultimately responsible for the legal obligations and running of the company.
A person or a body corporate appointed to act as a Nominee Director owes a fiduciary duty to the company even though their appointment is as a nominee only. A Directors' duties and responsibilities are clearly defined in the Israel Companies Law 1999 and failure to comply with these duties and responsibilities can lead to the disqualification of a Director. Due to the onerous position of acting as a Director we must be selective when offering this service and we review each case separately. A Deed of Indemnity must be completed providing full details of the shadow director and compliance with our terms and conditions must be strictly adhered to and in most of the cases a special Director Insurance has to be filed.
At the same time the appointed nominees are not actually entitled to manage the company. We can provide the beneficial owner with a Power of Attorney empowering him to run the business, manage the company's activities and open and operate the company's bank accounts.
Each Limited Company formed in Israel must have a minimum of one Director and shareholder. The Company Shareholder and the Company Director can't be the same person. There is a minimum age limit of 18 years in the Israel Companies Law for a director to be appointed in Israel. However, he or she must be able to consent to their own appointment.
We can be your nominee Director in your company. A nominee director is someone who in fact is renting his name to you. In other words, the name of this person is used and not yours for the incorporation documents. They are also taking the positions on paper of the company directors. The term of straw man or front man has been used to describe someone who is acting as the nominee.
You might be interested also in: How to Incorporate in Israel with a Nominee Director
Who needs a Nominee Director Service: The Company Directors are the persons who really run the company and make decisions. Sometimes directors do make mistakes, as a result, the companies are fined, and directors are disqualified and even imprisoned. The details of directors are added to public record at Companies Registrar, which means that these details are available to any person paying a small fee. There are further rules those bar some individuals not to act Director of a company in Israel.
In very special circumstances our company will act as a director of your company. And we shall ensure:-
High degree of privacy and confidentiality.
The names of the company's beneficial owners are not disclosed to any third party.
Beneficial owner will be provided with 'Power of Attorney' empowering him/her to run the business, manage the company's activities and open and operate the company's bank accounts.
Nominee Director will not be responsible or will make any decisions whatsoever in the management of your company.
Nominee Director will only sign company accounts and annual returns prepared by the accountants of the company.
Beneficial owner will be fully responsible (legal, Financial and others) for the running of the company.
Nominee Director will NOT be a signatory to the company bank account/s nor will run the company bank account/s on behalf of the company. (Under a separate agreement we may provide this service to act as secondary signatory only, not the primary signatory.
Nominee Director Role at a Glance
|Who acts as the executive director(s) of the company i.e. who runs the company?||Client|
|Who acts as the bank signatory?||Client|
|Who signs contractual and financial documents of the company?||Client|
|Who acts as the shareholder of the company?||Client|
|Is nominee director involved in any matters of the company except to satisfy the statutory local director requirement?||No|
|Can the nominee director review and scrutinize the bank and financial statements of the company?||Yes, to fulfil his fiduciary duties|