Maintaining privacy in business doesn't mean breaking the rules. Nominee directors offer a legal and strategic way to protect your identity while staying compliant with UK corporate law. Here's how they work — and how to use them properly.
What Is a Nominee Director?
A nominee director is a third-party individual appointed to act as a company director in name only. The beneficial owner controls the company from behind the scenes, while the nominee’s name appears on Companies House records.
The relationship is governed by a Nominee Director Agreement, and may include a Power of Attorney allowing the owner to make decisions on behalf of the company.
✅ Legal status: Nominee directorships are permitted under the Companies Act 2006, provided they are not used to conceal ownership or commit illegal acts.
How Nominee Directors Help Protect Your Identity
- Keep your name off public company records
- Prevent unsolicited attention or contact
- Enable business in sensitive markets or roles
- Support discrete investment or succession planning
They are particularly useful for:
- High-net-worth individuals
- International investors
- Serial entrepreneurs with multiple companies
- Non-UK residents launching UK companies
PSC (Persons with Significant Control) Disclosure
Even with a nominee director, UK companies must comply with the PSC regime if the beneficial owner:
- Holds more than 25% of shares or voting rights
- Can appoint or remove the majority of directors
- Exercises significant influence or control
⚠️ Reminder: Privacy is legal — but hiding control from regulators is not. Beneficial owners must be disclosed to Companies House where applicable.
When to Appoint a Nominee Director
Nominee directors are appropriate when:
- You want to maintain personal privacy
- You need a UK-resident director to satisfy local requirements
- You're building a multi-jurisdictional business structure
- You're engaging in succession or estate planning
Legal Compliance & Best Practices
To stay compliant:
- Use a legally binding Nominee Director Agreement
- Ensure PSC disclosures are made accurately
- Appoint a provider who is an HMRC-registered TCSP
- Follow full AML and KYC protocols
A Power of Attorney may be used to give the beneficial owner functional control while the nominee acts as a figurehead.
Choosing the Right Nominee Service Provider
- Ensure they are regulated by HMRC
- Check for transparent contracts and indemnities
- Review their AML/KYC processes
- Avoid providers offering “anonymous” or “secret” nominee services
Conclusion
Nominee directors can play a powerful role in helping you protect your business identity — without compromising your legal obligations. Used transparently and ethically, they enable privacy, simplify governance, and support long-term strategic planning.
Work only with trusted, regulated providers and ensure all documentation is in place to remain fully compliant with UK corporate law.
Published: 4/24/2025 2:29:41 PM
