Nominee Director Service for Public Records for one year: 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. The Nominee Director cannot and will not enter into any business contract or financial or moral commitment. Coddan will act as Nominee Company Director for limited companies on an annual basis. This service is primarily designed to help people keep non-trading or dormant companies fully compliant with the law and perhaps to protect the identities of the persons actually controlling the company. At the same time the appointed nominees are not actually entitled to manage the company. We 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. Nominee Director will only sign company accounts and annual returns prepared by the accountants of the company.
Economy Plan
£ 310.00
Renewal fees from £310.00
Nominee Director For Trading Business Company: A nominee director serves as a proxy for the owner(s) of a company and acts on their behalf. The names of the company's beneficial owners are not disclosed to any third party. Nominee directors do not usually have an active role or function in the actual business of the company. A nominee director is someone who in fact is renting his or her name to you. In other words, the name of this person is used and not yours for the incorporation documents. Coddan will act as Nominee Company Director for limited companies on an annual basis. We provide the beneficial owner with a General Power of Attorney empowering him to run the business, manage the company's activities and open and operate the company's bank accounts. We will also include pre-signed, undated letters of resignation from nominee director, plus Notarised and Apostilled copy of Nominee Director' passport. Nominee Director will NOT be a signatory to the company bank account nor will run the company bank account on behalf of the company.
Premier Plan
£ 1500.00
Renewal fees from £1500.00
Nominee Director For Trading Companies: Nominee Company Director would become part of the company day-to-day business. In particular, Nominee Director would raise invoices, sign contracts and other business documentation. Obviously, the Nominee Director would remain fully responsible to act only in accordance with the wishes of the owners of the company, insofar as they are legitimate. Coddan will act as Nominee Company Director for limited companies on an annual basis. At this stage, the Nominee Director would also control over the bank account of the company (under a separate agreement we may provide this service to act as secondary signatory only, not the primary signatory). It is the only truly effective solution to shield the beneficial owner of the company from any undesired link to the company. Obviously, it is also the most costly one, because it would involve management fees based on time spent.
Legal Requirements
Nominee Directorship How it Works: Sometimes, for tax or other reasons a person does not wish to be seen as associated with a company, or be seen as a beneficiary of a company, Nominee Director Service is the answer. A nominee director is someone who in fact is renting his or her name to you. Nominee Director signs the Memorandum and Articles of Association to form your entity. The nominee will sign a General Power of Attorney document, which gives you full power to manage your company. The nominee will give you his signed and undated letter of resignation document, which gives you the peace of mind that he can't act against you. The above information is general and is intended as a summary only. Clients should seek further clarification if required before deciding if they wish to engage nominee directors. We expressly reserve the right to provide this service to anyone for any reason.
Broadly speaking, unless a party to a contract has authority to enter into that contract, the validity of the contract may be challenged or even rendered void. It is important that the authority of those who enter into contracts is appropriate for the subject matter. To ensure clarity of authority, companies should adopt an authorities chart.
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As a limited company owner you would pay yourself a salary which is subject to PAYE and you will have to complete a Self Assessment tax form each year to assess whether any other tax is due from company benefits etc. You must also deduct PAYE from all employees. Limited companies have a responsibility to deduct NI from all employees - including directors - and also pay Employers National Insurance - ENI. This in effect doubles your national insurance contributions and is one of the most overlooked areas when forming a limited company.
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The ultimate authority in the company belongs to the members in General Meeting. A properly approved resolution contains the highest authority to bind the company, for example, changing the rules under which a company operates which are contained in its Memorandum and Articles of Association both of which, since they are filed with the Registrar, are public documents. Such changes need the approval of a majority of the members in general meeting (either a simple majority or a 75 per cent majority depending on the subject matter) or, using the written resolution process, unanimously.
Live Help ยป Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours our business center will be closed. When you click on the button you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is absolutely free! There are no hidden fees. We offer the service as a courtesy to our website visitors. Besides English, we have several customer service representatives who speak Spanish, German, Franch, Polish and Russian. Dear visitors, while having a chat session with a customer, we are frequently requested to give a piece of advice on tax planning or business structuring. We would like to inform you that it is against our principles to provide online advice pertaining to these issues. The points that may be covered during a session include service description, package or service price, navigation at our website, ways of making an order, methods of payment etc. Yet, if you wish us to provide you with advice on tax or business structuring, you should be aware that this service is chargeable.
THE COMPANY DIRECTORS AUTHORITY
The authority of the board is derived from the members via the Articles. The members appoint and can also remove directors. Board authority itself operates on the basis of collective responsibility. Decisions are taken "by the board" in meetings and can be evidenced by minutes of those meetings. In dealing with third parties, it may be convenient to pass a resolution at a board meeting and, as evidence of such authority, to provide to the third party a copy of the minutes. Usually the extract from the minutes will be required to be signed by the Chairman (or an alternative) to evidence its authenticity.
COMPANY SEAL
Although many contracts require only a signature, possibly witnessed, some require the authority of the attachment of the seal to the document. Generally, any contract which must be evidenced by a Deed will require the attachment of the company seal (or, because Companies Act 1989 allows companies to dispense with the use of their seal, by being signed "as a Deed" by two directors or a director and the secretary, or, in Scotland, by a director and a counter-signatory). The seal is the signature of the company, and the manner of its use is set out in the Articles of Association. It is usual for the seal to be witnessed by two directors or a director and the secretary, and for details of each document to which the seal is affixed to be entered in a Register of Seals, which is subsequently brought to a board meeting. This procedure enables the seal to be used between board meetings, but subsequently grants the authority of the whole board to its use. To evidence this the Chairman should initial below the most recent item in the Register. If all items are numbered sequentially (and it may be helpful to insert the number from the sealing register on the document sealed) authority can be evidenced by a minute such as this draft.
NOTARIES CERTIFICATION
Parties to contracts who are based overseas sometimes require certification by a Notary Public that the person signing the contract has authority to do so. In such cases it may be necessary to provide an "audit trail" to prove to the satisfaction of the notary that the person signing a document is who they say they are, holds the position stated and is authorised to sign. To assist in this respect the retaining of a local notary and the introduction of the notary to the directors and secretary may assist as the Notary can then at least in part rely on his/her own knowledge.
THE COMPANY SECRETARY AUTHORITY
Like the directors, the company secretary is an officer of the company and is often referred to as its chief administrator and/or "the keeper of the company conscience". Every company must have a company secretary, who can also be a director (but not the sole director) of the company. By virtue of this position, the secretary has authority to bind the company in terms of such administrative duties (ostensible authority), but may not be able to enter into commercial contracts except with the authority of the board. If, however, it has been customary for the secretary to sign particular contracts for some time, authority to continue to sign such contracts may actually be derived from what has gone before and been accepted previously. If the secretary signs (for example) a contract of employment, the terms of which have been approved previously by the board, such authority to sign is actual.
Since this may be somewhat imprecise, it may be preferable to enter brief details of each contract in a contract register, entries in which, like the Register of Seals, are periodically approved, once again giving the authority of the board to individual "signings". It may also assist the control of the delegation of authority to publish an authority list such as the draft shown below.
OTHER SIGNATORIES AUTHORITY
The value of the authorities list, which itself should be regularly reviewed and approved by the Board is that it not only sets out limits of authority for those lower down the chain of command (and reduces the likelihood of fraud, or at least exploitation of loopholes) but also grants express authority of the board to each signing. It also helps demonstrate that there is effective control regarding the delegation of authority.
Directors and Secretaries Guide
The Company Authority
£ 125.00
Nominee Director Service for Public Records for one year:
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.
