Global Professional Services Since 1994

Corporate Nominee Services

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Corporate Nominee Officers and Directors
In filing documents with a United States Secretary of State, Division of Corporations, or other government agencies, including the bar, matters become part of the public record. This means that anyone can access them; including those wishing harm on the Corporation; it's Officers or Directors. Disgruntled employees, competitors, ex-spouses, girlfriends, and others. As many addresses are listed in public filings with names attached; this can be bad in cases where someone may wish to do harm. It's a virtual free-for-all. Stalker's, Picketers, etc.  Who needs the hassle!

We should also note that one of the first things a pro-bono attorney will do; is an asset search to check with public documents to see what businesses or interests you may own and conduct a search of your public information. Social Media, and otherwise is not out of the question. It's the digital age and in today's digital age, you need to be smart.  With this in mind, certain facts come to mind.

Lawsuits are about Economics and particularly with pro-bono or retainer based services. It's that simple and the more you can cost an opposing party the less likely they are to pursue it. And particularly if they are working on a Retainer. It's not just about protecting your identity from prying eyes in this case; but it's about making it more expensive. Of course with determination and sufficient money, or smarts; most are going to find the information anyway. But this is not going to be the case with many lawsuits.  Of course this may not apply in cases where the Government is involved or there are legal issues involved such as criminal. They will find the information regardless. And people and clients,and suppliers, ex spouses, girlfriends and the whole goose; facing possible criminal issues by not doing so; you can be sure of it; most will release it. Attaching it is another story.

Some may call this a grey area with protection. And they have a point in cases where people are doing it for "illicit" and /or illegal purposes. And that may be true in some cases, but generally not. The percentage of people using such services for legitimate reasons are far greater than those that are not.

Some will just call it bullet-proofing, to keep prying eyes where they should be.  Out of my business. And this can be very true in cases which may involve frivolous lawsuits or in matters for those wishing to do harm. Simply put in these cases, setting up an anonymity structure is not a bad idea and suggested. Again, lawsuits in many cases, are about Economics and the more you can cost them; the less likely they will be to pursue it or in many cases; harass you. It's that Simple!  Do what you must to keep them out of your business and personal lives!  And by all means; cost them more money than what it's worth!

To avoid problems, as well as for sake of anonymity (Privacy issues), many companies choose to use Nominees, to perform a service for them. This way beneficial owners (Shareholder's) names, nor addresses; nor its true Officers, will not show up as part of Corporate public records. Even so, the beneficial owners still maintain complete control of the corporation including it's day-to-day activities, its financial accounts, as well as the hiring and firing or terminations of Officers or otherwise. Including the termination or release of a Corporate Nominee.

Keep in mind, beneficial and relevant information may be released where "proper" subpoenas and requests from courts are concerned. In such instance, it becomes a question of; does the provider of services release the information or face contempt charges and possible jail time? Of course the answer is going to be obvious. Equally where cases are criminal in nature, there really is little choice.  In other Suits of equity, however, as noted; lawsuits are about simple Economics!

There are many reasons for using nominees and all are valid but anonymity issues is one of the biggest ones. The largest one. Granted there are abuses where some use similar services for illicit purposes, but this is not generally the case. Even so, we realize this happens; and to combat this problem, we regularly apply KYC compliance and will if necessary, sever services without refunds if we have reason to believe such services are being used abusively. For more information, review our Company KYC Policy (Know your client (Know your customer)) located under Client Agreements.

One thing you should keep in mind is that when you file for an Employer Identification Number or
other Government related documents, you will need to list responsible parties which are going to be beneficial owners. And outright breaking the law will not be overlooked by agencies. Do not let someone tell you that providing false or misleading information where it matters most; can not result in criminal charges by States or other Government entities. There are many instances where this has happened; so be smart and run your company as it should be. Clean; above board. In most instances you'll not have issues to deal with if that is the case. Insurance will cover most if you do. Use services for illegal or other purposes and you could be in for a rude awakening if you get caught! 

Full-Service Corporate Nominee
Full-Service Corporate Nominee Services are for those that want added services when they set-up a Corporation, and have someone do the filing for them; such as an Attorney, or an Accountant (such as BC Business Services Inc). Equally the business may not need the set up but only need a Nominee; others may also need other services including:

(a) Creation of by-laws for the Corporation;
(b) Filing Services;
(c) Registered Agent Services;
(d) Employer Identification Number filing (EIN); or
(e) Business Mailing Address.


Corporate Nominee Services receive the following 

  • A signed Statement on our Letterhead with our Corporate seal attached; indicating that other officers (you choose who) will have the ability to open bank accounts or otherwise in the official name of the Corporation, as well as engaging in the oversight of any day-to-day business. It will also indicate the ability as a beneficial owner to make changes to the Corporate by-laws or online filings. This may be required by some institutions (ie: Banks) as well as having to create necessary amendments to the by-laws which relate the same.

  • We will create an initial Amendment for any by-laws that you may already have; or include them new ones that are prepared by us; showing the information noted above as well as other matters that may be required. We will note that as the nominee Director or Officer, we are not responsible for profits or losses of the Corporation or for any obligations that may be the case; nor overseeing the day-to-day operations or maintaining the financial accounts; not limited to checking, savings, investment and otherwise; nor have signatory authority over them. The amendment will also note the beneficial owners have ability to either remove us from the Corporation at any time they see fit with written notice.  Including making any amendments that may be necessary for the Secretary of State.  It will note that the Purpose for Nominee (unless other services are agreed to at a latter date, by both parties) is merely being entered into for related business filings to satisfy requirements of state or other governmental units!

  • In cases as may be required, by foreign jurisdictions, we may also provide Apostille related services for the Signed Statement or By-Law Amendments for the Country required.  This may in some cases, require a fee paid for the service including filing fees, as well as any postage or otherwise to send it to the client.  Apostille is governed by the Geneva Convention and used for the global transaction of business. Apostille is country specific and may only be used in that country.

    In example: Client has opened a US Corporation and needs documents Apostilled so they can do business under that Corporation in Colombia. In such case, any Apostille will be valid only for use in Colombia.  Apostille is only valid for a certain period; generally 3-12 months; though many countries set limits of 90 days on them.  Apostille is much like a Notarized Statement except that it certifies signatures of U.S. Government Officials who have signed documents; as well as to verify a U.S. Notary signature. Apostille in the United States are overseen by the United States Department of State.

 Other Optional Services may include

(a) Sign required documents - Billed at our Current Rates plus filing fees

(b) Preparation of Corporate By-laws and filing all necessary matters with the State (State filing fees or time charges will generally apply).

(c) Registered Agent Services provided by our Company in the states we service, commencing on the day you order the services.  You may also choose to have your own Registered Agent listed.  Subsequent years at current rates. Subject to Registered Agent Service Agreements and KYC Policies.

(d) Mail Forwarding and Business Address Options. Subject to our Mail Forwarding Service Agreement and KYC Polices.  Y
ou have the option to use our business address as your address; for State and other filings; but also for use with your business (correspondence, business cards, letterhead, advertisement and more). Great for a lot of companies; including expats and others located abroad who want to have a professional U.S. presence to conduct business with. And if you are ever in town and need to meet a client otherwise, just let us know, we can arrange a time for you to use our office. Subject to fees.

Using this service, provides even greater anonymity protection as your actual business address in such case, would not be listed on Corporate public records. A great service for companies who may not only need an address but also want someone else to not only handle mailing issues. Use the address as
an additional address for your business; thus creating a global presence.  This is also a good idea for expats or companies who need an address for banking or to receive payments from U.S. based sources. In using this service, all mail must be business related mail; in the name of a Company or in care of the Company.  This is not a personal mail forwarding service. We only work with Business related mail.  If we suspect abuse, we will cancel service.  No refunds in such cases.  KYC (Know your client) as well as our Mail Forwarding Service Agreement both apply.  Our Registered Agent Agreement may also apply if you are using those services.

(e) Options to participate in Corporate Meetings within the United States and abroad and the creation of Corporate meeting documents, amendments and other particulars that may be needed. Any filed documents which would require a filing fee in such case will be billed to the client as well as any charges for time - See below for particulars when it comes to travel as it relates to meetings.

Digital Meetings
To save on costs, we may conduct digital meetings over the internet. In such case, we bill for our time involved in such matters where it relates to a Clients work. Meetings are billed at $75.00 per hour with a 2 hour minimum. Any other work that needs done is billed separately.

Subsequent Meeting and work Completion
Once meetings and/or other work is completed, we will draft a letter outlining matters that were discussed during the meeting for the Company's records. Cost for doing so is billed at $75.00 per hour with a minimum one hour billing. If any documents need to be Notarized or have an Apostille added, mailed or otherwise couriered, the client is responsible for time and completion (including State or other fees) whenever it relates to their business. The Two hours minimum billing time for the meeting noted above will be separately billed.

Travel Expenses - In and out of the United States
Client is responsible for Travel Costs; including Airline and Airport Fees as well as any change fees if they are directly related to a clients business.

Travel Incidentals
We pay our own expenses for transport to and from the Airport at our location. We pay Meals and Entertainment or other incidentals for our employees; and provide our own laptop and otherwise office supplies that we may use for our own personal uses or work that needs to be done.  Any expenses on behalf of the Client, including necessary office supplies (printing, paper, etc.,) may be billed to the client if we must pay for them out of pocket. A Client may also provide their own materials, equipment or supplies where it relates to their work. 

Travel and Work Retainers
Prior to traveling, we require a Retainer for associated costs for Airlines, as well as a Retainer for time payment and incidentals of 2 days minimum ($1600.00 total (600.00 time charge per day minimum x 2, plus 200.00 incidentals per day x2 (covers hotels and incidentals)). This retainer is payable in advance. Travel time is considered billable work time. Employees will not travel until retainers and Airfare are paid. The Corporation will book it's own accommodations and travel (our employees do not fly first class). Client is responsible for all Airfare, and any change fees to their benefit. We will itemize all client related expenses; and provide receipts where applicable. We will return all unused retainers. Expenses may include, transportation, hotels, time charges, airport fees, custom fees, or other expenses on behalf of a client. Employees are responsible for their own personal incidentals, including meals and entertainment; shopping, clothing, personal equipment, etc.

Travel Related work – Employees
Employees are only required to work 8 hours per day (including traveling time). Any additional hours outside of this time frame, is billed at $150.00 per hour with a 1 hour minimum billing. There is a minimum Billing of $600.00 per day for labor charges and $200.00 per day for incidentals.

Travel Related Work – First and Last Day
Client is responsible for travel time charges at a minimum daily billing charge noted of $600.00 per day. Time charges will be applied from the time Employees leave the Airport in our location, until they arrive back at the Airport in our location. If the Employee is able to work on the same day of travel to the Clients' location, the above related notes concerning hours must be applied. Ie: Traveling time 6 hours 15 min including traveling to the Hotel – Employee goes to clients office and works for 2 hours, travel back and forth to the hotel is 1 hour total. Total Time spent: 9.25 hours (6.15+2+1). Billing: $600.00+187.50 = $787.50 (600.00 first 8 hours (Minimum billing per day) + 150.00 per hour x 1.25 hours). If Total time was only 4.25 hours the Client is still responsible for the minimum billing time of $600.00 per day.

Return: if there is sufficient time to work on the last day before departing clients location, it must be done so the employee has time to get to the Airport within 2.5 hours of flight departures. The client is responsible for change fees, minimums per day (incidentals and time charges) in cases where flights are missed due to client issues.

To learn more about the service, add-on options, and particulars; see Corporate Nominee Service Agreement 

Disclaimers
All information on the website is provided as is for informational purposes only and may not apply to you; it is not a substitute for legal or accounting advice, nor does it create a Firm Client relationship with you. Information presented may not pertain to your situation. We do not also guarantee it is the most updated or without error or omission, when you view it and it is without warranty expressed or otherwise. It is up to you how you use this information. As laws and situations are unique, fluctuate or constantly change, as well as businesses and how it is conducted, before relying on any information presented on this website; you are advised to consult with an Attorney or other Professional as it pertains to your situation.


** Photo Source:  A meeting of a board of directors of the Leipzig–Dresden Railway Company in 1852. Source Wikipedia - Public Domain
 

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Global Professional Services Since 1994