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Seven Oak Prestige Ltd · Director service assessment

UK Nominee Director Services: Duties, Requirements and Professional Support

A directorship is a real responsibility, not a name on a register. Understand the duties, transparency requirements and practical limits before considering an arrangement.

Case-by-case assessment only. Any service is subject to legal, AML/supervision and operational approval, satisfactory checks and agreed terms. No appointment or outcome is guaranteed.

Understand the role

What people mean by a nominee director

A nominee director is commonly understood as a director appointed under an arrangement with another person, often a shareholder. UK law does not create a special category of director who is exempt from statutory duties.

The person accepts a place on the board with genuine responsibilities to the company. Whether an arrangement is lawful depends on its substance, purpose and compliance—not the label attached to it.

Responsibility before convenience

The Companies Act duties still apply

Directors' general duties under the Companies Act 2006 are owed to the company. An appointment agreement cannot turn the role into automatic signatures or provide a blanket exemption from liability.

Act within powers

Follow the company's constitution and use powers for the purposes for which they were conferred. Authority must be understood, not merely assumed from an appointer's request.

Promote the company's success

Act in good faith in the way most likely to promote success for the members as a whole, considering the statutory factors. Other rules may apply, including creditor interests in financial distress.

Exercise independent judgement

Make informed decisions rather than blindly following instructions. Section 173 includes specific exceptions, but it does not create a general nominee exemption.

Apply care, skill & diligence

Engage with the business, obtain necessary information and apply the required standard of care. A passive or remote appointment does not make these duties disappear.

Manage conflicts & benefits

Identify and manage conflicts under the applicable rules. Directors must not accept prohibited third-party benefits; competing loyalties require careful review.

Declare relevant interests

Disclose interests in proposed transactions or arrangements as required. Keep governance, decision-making and company records clear and properly maintained.

Different needs, different solutions

Resident director, service address or shareholder?

Resident director

Describes where a director lives, not a separate legal office. Residence may matter for a specific provider, contract or tax analysis, but is not generally an incorporation requirement.

Director service address

A correspondence address used for the director's public record. It does not appoint a replacement director or remove residential-address disclosure to Companies House.

Explore existing address options →

Nominee shareholder

An arrangement relating to holding shares. It is distinct from board appointment and does not remove beneficial ownership or PSC disclosure requirements. No shareholder service is offered by this page.

Transparency is essential

Ownership, identity and a legitimate purpose

Public responsibilities remain

Directors appear on the company record. The company must identify and report its PSCs where the statutory conditions are met and keep relevant information up to date. A nominee arrangement must not be presented as hiding beneficial owners.

Companies House identity verification applies according to each person's role and current requirements. Seven Oak's administrative identity-verification assistance is separate from statutory verification and does not replace provider AML checks.

Understand identity-verification assistance →

Understand the real business

An assessment needs a clear business purpose, actual ownership and control, intended activity, jurisdictions and proposed responsibilities. KYC and AML checks may require identity, address and source-of-funds evidence through an approved secure channel.

Assess potential conflicts, how the director will access records, decision-making authority and the ability to challenge inappropriate instructions. Seek qualified UK and home-country tax advice on management, control and any wider consequences.

A careful assessment

Define the need before discussing an appointment

Explain the legitimate purpose

Set out the company activity, ownership, residence and why a director arrangement is being considered. We first assess whether another service—or your own directorship—better meets the need.

Review legal & compliance suitability

Review the actual service model, supervision requirements, customer due diligence and conflicts. No appointment can be offered until the relevant legal, AML and operational approvals are in place.

Agree responsibilities in writing

If approved and suitable, define genuine involvement, information access, decision-making, reporting, fees and termination terms. Complete the applicable appointment and identity steps; a private agreement does not override statutory duties.

Cost follows scope—not a public price list

The activity, risk, time commitment, responsibilities, required support and duration influence any quotation. Written terms would distinguish the director arrangement from formation, address, accounting or banking-readiness services. An enquiry is not acceptance of your proposed arrangement.

When the answer is no

Some requests should not proceed

Concealment or evasion

Requests to hide beneficial owners, evade tax or regulations, mislead a bank or misrepresent where the business is managed are inappropriate.

A signature without judgement

An expectation that a director will approve every instruction without information, scrutiny or genuine involvement is incompatible with the role.

Unmanageable risk

Unclear funding, missing records, unlawful purposes, unacceptable conflicts or an inability to maintain oversight can prevent an arrangement from proceeding.

Appointing a UK director does not guarantee a bank account, payment-provider acceptance, tax savings, visas or residency. Banking support is application readiness only, with independent provider decisions.

Your questions

Clear answers before you enquire

What is a nominee director?

The term usually describes a director appointed under an arrangement with another person, for example a shareholder. It is not a separate Companies Act category exempt from duties. The appointed person remains a director with real responsibilities to the company.

Is a nominee director arrangement lawful in the UK?

It depends on the actual arrangement, its legitimate purpose and compliance with applicable law. An arrangement cannot override statutory duties or be used to conceal control or evade regulation. Legal and AML review of the service model and each proposed appointment is essential.

Do I need a UK-resident director to form a UK Ltd?

Generally, no. Directors of a UK private limited company do not have to live in the UK, although the company needs an eligible UK registered office and must meet the applicable director requirements. A provider or contract may impose separate conditions; that is not a general incorporation rule.

Can a director simply sign whatever a shareholder requests?

No. Directors must exercise independent judgement, subject to the statutory exceptions, and meet their other duties. Instructions, indemnities or a private agreement do not provide a blanket exemption from those obligations.

Will a nominee director hide the beneficial owner?

No. Applicable ownership and PSC disclosure obligations remain. The true ownership and control structure must be understood and reported where required; this assessment is not an anonymity or secrecy service.

Is a director service address the same as a nominee director?

No. A service address is a correspondence address for a director; it does not appoint somebody else to the board or transfer decision-making duties. A nominee shareholder is a different arrangement concerning shares, not a substitute for a director.

What identity and compliance checks apply?

Expect checks on the applicant, proposed director, ownership, control, intended activity and source of funds as appropriate. Companies House identity verification is separate from provider AML onboarding. Seven Oak can provide administrative identity-verification assistance within its agreed scope, not a claim that it performs statutory verification itself.

Does appointing a UK director guarantee banking or tax benefits?

No. Banks and payment providers make their own KYC, KYB and risk decisions. An appointment does not guarantee banking, tax treatment, residency, visas or commercial acceptance; seek qualified advice on management and tax consequences.

How much does a nominee director service cost?

There is no public price. Any quotation would depend on approval of the arrangement, the director's actual responsibilities, company activity, risk, expected involvement and agreed terms. An enquiry is an assessment request, not confirmation that an appointment is available.

When will an assessment be declined?

A request may be unsuitable if it involves undisclosed ownership, unlawful purposes, unexplained funding, unmanageable conflicts or an expectation of signatures without genuine judgement. It may also be declined where adequate oversight, records or an acceptable service model cannot be established.

A considered next step

Start with a director service assessment.

Explain the problem you are trying to solve. We can assess the request and clarify relevant alternatives; any appointment remains conditional on approval, suitability and agreed scope.

Share your country of residence, business activity, ownership structure and required support. Do not send passports, identity documents or sensitive financial records by WhatsApp or an initial email; ask for the approved secure document channel.

Read the primary guidance

Ground decisions in duties, not labels

This is general information, not legal or tax advice. Obtain qualified review of the proposed arrangement and the actual service provider before proceeding.