Like any legal entity, any company in the UAE - onshore or offshore - has its own management and ownership structure and bylaws. Offshore company in the UAE, like other companies, is managed by either executive board or sole director. In case of sole management director carries out company management, and in case of executive board the management is carried out by the Board of Directors.
In some cases functions of the director may be imposed on legal entities, in such case, the company in the UAE is managed by another company. Irrespective of any management body in the company, actions of legal entity are enforced by a particular individual, since the company cannot manage its own activity. Therefore, there is always a person in onshore and offshore companies in the UAE who is authorized to sign documents / contracts / instructions for banks, etc. for or on behalf of manager / director of the company in the UAE.
Current possibilities relating to nominee directors or in other words, nominees for companies in the United Arab Emirates, which may include secretaries, members of other professional companies, lawyers, etc., not directly related to real owners of the company and not involved in actual management of the company in the UAE, are treated as nominee service.
Similar situation may be facilitated in terms of ownership of the company in Dubai and other Emirates, when some other person is specified as shareholder of the company that is not factual owner of a company, and in terms of ownership via additional documents in fact waiving any and all rights with regard to such company.
In fact, nominee shareholders and directors of the company in the UAE are individuals or legal entities registered as officers in companies. Should it be required, these individuals may sign official documents relating to the business of the establishment / company. Regularly such services are delivered by nominees for additional fee.
The concept of nominee shareholder or director appeared long time ago. The laws of many countries expressly regulate their legal status, powers and liability. In some offshore jurisdictions the compulsory requirement with regard to nominee shareholders and directors availability of their resident status. There are no such requirements with regard to most types of companies in the UAE.
Nominee service is designed to ensure confidentiality of owner of the company when he does not want his name to be associated with his foreign company. Services of nominees are required by owners of companies operating in international offshore zones. Sometimes such type of service is also used for onshore companies in various countries including the UAE.
A nominee director is appointed by shareholders of the company and he shall act solely on behalf of the beneficiary of the company. As a rule, a nominee upon his appointment officially signs supplementary document stating that he operates solely as a nominee manager / director and acts strictly for the benefit of the ultimate beneficiary or shareholder of the company in the UAE. In most cases, a nominee of the UAE company lives outside the country, and issues special or general power of attorney to the owner of the company. In addition, he does not in any way affect company's business in the Emirates. Nominee manager / director or shareholder does not have access to company bank accounts opened in the UAE or any other country, and shall perform any action, such as, for example, signing contracts, solely in compliance with instructions of the beneficiary of the company.
