Learn how nominee director services work in the UK. Ensure full compliance with Companies Act 2006, PSC requirements, and AML regulations.

As global business structures grow increasingly complex, more entrepreneurs and corporate investors are seeking ways to simplify company formation and maintain operational flexibility. Nominee director services are often used for this purpose, particularly by non-residents establishing a UK presence. While these services offer real benefits, they must be used responsibly, transparently, and in full compliance with UK laws.

What Are Nominee Director Services?

A nominee director is a third party appointed to serve as the registered director of a company on behalf of the beneficial owner. Although their name appears in public records, control remains with the owner through formal legal agreements.

Nominee director services are typically provided by Trust or Company Service Providers (TCSPs) and serve to:

• Comply with UK requirements for at least one natural person as a director
• Provide local representation for international business owners
• Protect the identity of the beneficial owner (without concealing it from regulators)

Legal Basis: Companies Act 2006

Nominee directors are legal in the UK, but like any director, they are subject to statutory duties under the Companies Act 2006:

• Acting within powers (Section 171)
• Promoting the success of the company (Section 172)
• Exercising independent judgment (Section 173)
• Exercising reasonable care, skill, and diligence (Section 174)
• Avoiding conflicts of interest (Sections 175–177)

✅ Important: A nominee director is legally responsible for all actions as a director, regardless of any private arrangement.

Common Uses of Nominee Director Services

Regulatory Compliance: PSC & AML Obligations

Even with a nominee director, beneficial owners must comply with the Persons with Significant Control (PSC) regime and disclose their identity if they meet any of the PSC criteria:

• Holding more than 25% of shares or voting rights
• Right to appoint/remove the majority of directors
• Significant influence or control over the company

Additionally, TCSPs must comply with Anti-Money Laundering (AML) regulations, including:

• Conducting KYC checks on clients
• Maintaining accurate records
• Reporting suspicious activity

⚠️ Warning: Using nominee services to avoid regulatory oversight is illegal and can lead to prosecution.

Key Documents for a Legal Nominee Arrangement

• Nominee Director Agreement — defines roles, limits, and responsibilities
• Power of Attorney (optional) — allows the beneficial owner to act on the company's behalf in certain matters
• Clear documentation of the beneficial owner’s control and compliance status

Choosing a Reputable Nominee Service Provider

To protect your business and reputation:

• Use an HMRC-registered TCSP with a proven track record
• Ensure all services are documented with legally binding agreements
• Reject providers offering “anonymous” or unregulated nominee setups

Conclusion

Nominee director services can help international businesses establish UK companies in a compliant, efficient manner. They provide flexibility, privacy, and local presence — but also come with legal responsibilities.

Used ethically and transparently, nominee directors are a valuable tool in modern business strategy. Always work with regulated providers and ensure full compliance with UK company law and AML standards.