OFFSHORE TOOLS

NOMINAL COMPANIES

The Nominal Company (NC) is a body corporate created not for some independent commercial activities, but rather for a "brass plate" representation of the beneficiary. There are two most popular practical usage for a Nominal Company:

1. Agent

The NC is incorporated in the high-tax ("onshore") jurisdiction where the actual commercial operations of beneficiaries take place.

As opposed to another element of the scheme - an offshore company, this one is called as well an "onshore company". The NC ("Agent") enters into a contract with the offshore company ("Principal") to represent its interests in the onshore jurisdiction. So, the Agent acts onshore on behalf of the Principal, providing all business on behalf of the latter, especially trading with some other, "real" onshore company of the Beneficiary. Except for the trading the NC may hold or purchase some securities, real estate, land, etc., providing low profile if necessary. The Agent's taxation base consists of its commission, and the "real" company doesn't have any invoices, etc. issued by the aforesaid offshore company. Needless to say, the NC, in turn, is managed and owned by Nominees.

We've described you just a sketch, which requires further elaborated design provided by local tax advisers to use a NC lawfully and successfully.

United Kingdom Private Limited Companies are often used as Agent NCs.

2. Top management/administration body

The NC is an effective offshore tool to keep both confidentiality in and control over international business or asset protection structures. Just some vivid examples: a NC representing the Foundation Council or the Protector in a Panamanian Private Foundation, NC acting as the Protector in a Nevis International Trust. We may advise on the peculiar choice of a jurisdiction and/or specific type of company to create a NC for such application.