Hello dear Reader, in this blog you are gonna be introduced one of company formation services in the Czech republic and namely, Nominee director service in the Czech Republic. For further questions please contact us!
What is Nominee Director Service?
Okay, I’m gonna make it understanding for you as much as it’s Possible. So – Nominee Services (Provision of Candidate Executive Directors, Governing Board Members, and Supervisory Board Members) is the service provided by No. 89/2012, in accordance with the Civil Code and Acts 9090/2012, on business corporations, proxies who enjoy the full support of APOGEO Group and its full consulting services.
Hereby, it should be mentioned that abroad, this service is commonly referred to as the “Nominee Service”; In other words, it is a kind of “body leasing”, i.e. the voluntary hiring of competent persons for positions of control and other corporate bodies, or the inauguration of a specific person in one specific corporate governing body. This service is often used in most European countries (for example, Great Britain, the Netherlands, Cyprus, Malta, Luxembourg, Liechtenstein and Germany, etc.), as well as abroad, especially in the US and the Commonwealth.
This service is frequently used:
- For conducting a business by foreigners in the Czech Republic;
- In order to resolve an impending conflict of interest;
- By companies whose main activity is property ownership;
- By business people trying to avoid exposure to a particular project;
- By insolvency, bankruptcy or liquidation companies where comprehensive management is required, in collaboration with a team of economic and legal advisers.
“Nominee service” is subject to these companies:
- Not just conditioned by zero activity,
- But also those who work fully
- In bankruptcy or liquidation proceedings.
Restrictions regarding to the appointment of nominee shareholders or directors
None of the shareholders.
Take into account that any member of the Board of Directors or the Supervisory Board has full responsibility for whether or not they nominate a candidate. The director must meet certain requirements in accordance with the Law on Czech Business Corporations.
Nominal service – service, the essence of which is to appoint legal entities / persons with disabilities to the position (most often leading) to represent the interests of real business owners.
Nominated Director – This is a person who runs a business within the authority given to him (they are limited). Usually, the nominated director is not involved in making business decisions on strategically important tasks, etc. Its functions are reduced to opening accounts (rarely their partial management), concluding contracts, representing in various instances in the interests of the company owner.
When does Nominee Service is needed?
First, the nominated director allows you to keep the beneficiary confidential. For an EU registered company, the presence of a resident director is often one of the key factors in confirming a tax residence company.
In many countries, the register of company owners and shareholders is open, ie information about them is publicly available. If it is impossible to hide it legally, then it is impossible to provide your data but the data of the nominees, and that is legal.
Many countries are loyal to non-residents, creating attractive conditions for investment and doing business, provided that the branches of companies opened in their territory are run only by residents. We will help you find a resident’s country in which your business is registered.
Such zones are becoming increasingly popular. Taxation, accounting, currency control is not or has been simplified here; Favorable conditions are created to increase financial indicators; Economic and political stability is ensured. However, in many classic offshore or overseas companies there are residency requirements for founders, directors, shareholders, secretaries.
Having a bank account in one of the largest financial centers is prestigious, profitable (lack of monitoring, anonymity) and secure (well-developed system, stable policy and economy). However, this service is not always available to non-residents. It is advisable to use a nominal service.
Personal meetings are far from always needed to hold meetings, file paperwork in the government office, and do other things. Often such questions can be trusted by the nominee. This will save you time and money (especially if you need to visit another country).
Sometimes nominee managers are hired to protect a company from “unscrupulous” companies who are not a completely bona fide business, or just want to intentionally hurt the entrepreneur.
Often, businessmen try themselves in different fields of activity – someone has not yet decided on the optimal occupation, someone likes experiments, and a master of new niches. Some pilot projects become very successful, while others fail. Owners of thriving companies with failed reputations sometimes want to hide their involvement in new projects to test the effectiveness of the idea, rule out subjectivity, not to tarnish their name in the event of a failed experiment, and so on. Nominal service helps them.
Can I be a director myself?
Please note that Czech law does not prohibit foreigners from being directors of companies, but this is associated with certain difficulties for the company: additional checks, opening and maintaining bank accounts, and unplanned representation costs.
Duties of the directors
The duties of the director are specified in the commercial field Code and added a number of other binding Recipes. Directors must abide by all mandatory Records, accounting books and list of shareholders and Inform shareholders about this issue Company Directors must convene a general meeting at least once Year. This period may be reduced, but not extended;
According to the company memorandum or charter of the association, Or by law Directors must follow principles and guidelines Approved by the General Assembly, provided that they
Complies with law, regulations and provisions Association. Directors need to use their range
Powers due diligence and does not disclose confidential Information and facts to third parties if such disclosure is available This may be detrimental to the company. Directors must act in the best interests of the company In accordance with the standard of diligent care
A businessman’s burden of proof rests with the director if He is likely to be violating such a duty. Directors must file for insolvency without undue delay Motion to file insolvency proceedings against the company, if these are the conditions provided by the insolvency law
Met. If this duty is violated (even negligently) by the directors Is liable for any debts incurred by the Company From the moment of the director’s misconduct His duty. In some cases, directors are required to invite The general meeting of the company (for example, the following Shareholder claim or if the company is poor Financial condition, etc.). Directors must complete protocols from the General Meeting (and in the case of private limited companies) Redistribute it to shareholders) and prepare (if necessary) By law) messages in the commercial register and so on Government, relevant decisions of the General Assembly and Updated revisions of corporate documents, annual Financial reporting, etc.
Price structure for formation of a limited liability company (S.R.O.) in the Czech Republic
So, it includes:
- Company registration
- Articles of Association
- Notary Fee
- State Fees
- Trade Licence
- Opening a business account with a bank to determine share capital
- Company registered legal address
Price – from 1500 EURO. After incorporation you will receive the following documentations:
- Certificate of Incorporation
- Memorandum and Articles of Association
- Register of Directors
- Share Certificate
- Company Stamp
If you use nominee services you will also receive:
- Apostilled Power of Attorney
- Trust Deed
- Nominee Director Declaration
Price List for Czech Companies
SALE OF READY-MADE COMPANIES
|Czech ready-made company s.r.o. non-VAT payer||599 €|
|Ready-made company s.r.o. VAT payer (CZ VAT)||3.099 €|
|Ready-made company s.r.o. VAT payer (EU VAT)|
|Notarial record (change of name, number of shareholders, seat out of Prague)||349 €|
|Assistance in bank account opening / 1 account in Czech bank||199 €|
|Assistance in bank account opening / 1 account in Slovak, Polish or Hungarian bank||199 €|
COMPANY FORMATION, LIQUIDATION, NOMINEE SERVICES
|Czech company s.r.o. formation||499 €|
|Czech company s.r.o. formation within 1 day|
|Bookkeeping services per month||from 75 €|
REGISTERED SEAT WITH VIRTUAL OFFICE SERVICES
|other cities||on request|