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+353 85 1477625 moh@tasconsulting.ie Mon–Fri 9:00 AM – 6:00 PM
For overseas owners of Irish companies

Nominee director and shareholder services: an Irish company without an EEA director

If you live outside the EEA, Irish law still wants one director who lives inside it. A nominee director fills that seat, and a nominee shareholder can hold the shares for you under a legal agreement. It's a legitimate, regulated way to run an Irish company from abroad. It isn't a way to hide from the authorities, and we'll be straight with you about what it does and doesn't do.

Who does what

You, the beneficial ownerYou own the economic value of the company
Declaration of TrustThe legal agreement that records your ownership
Nominee shareholder and EEA nominee directorThe registered holder and the director of record
Your Irish companyRegistered, compliant and ready to trade
Who can see what

The honest picture on privacy

Nominee arrangements change who appears on the record. They don't remove you from it.

Someone searching the CRO

They see the company, its registered office and the people on record as directors and secretary.

They will see
  • The nominee director, as the director of record
  • Your registered office address
They won't see
  • Your personal home address as a director
  • The private agreement between you and the nominees
The legal side

What a nominee director really is

A real director

A nominee director owes the same duties under section 228 of the Companies Act 2014 as any other, including acting in the company's interests. They won't sign whatever is put in front of them.

It meets the EEA rule

An EEA-resident nominee director satisfies section 137, so you don't need a bond. See the bond alternative.

A person, not a company

A director must be a natural person aged 18 or over. A corporate director isn't allowed.

Nominee, bond or your own director?

Three ways to meet the residency rule

Nominee director

  • Fills the EEA-resident seat for you
  • Suits owners who don't know anyone in the EEA
  • The nominee carries real legal responsibility
  • Needs a clear service agreement

Section 137 bond

  • You keep your own board unchanged
  • A €25,000 bond valid for at least two years
  • Doesn't replace a director, just waives the rule
  • Needs renewing before it expires
How it works

Four steps to your Irish company

Consultation

We discuss your plans, the structure and what you need.

Due diligence

Identity and source checks, as the law requires for every client.

Agreements and filing

The Declaration of Trust, the services agreement and the CRO filing.

Incorporation

Your company registered, with a registered office in Dublin.

Quick answers

Nominee service questions

Is a nominee arrangement anonymous?
No. Your name stays on the Register of Beneficial Ownership if you own more than 25%, and your bank and the authorities can see it. The arrangement changes who is the director and shareholder of record, not who owns the company.
Can the nominee director act against my instructions?
They'll follow your lawful commercial wishes under the agreement, but they remain a director with legal duties. They can refuse to do anything illegal or against the company's interests.
How do I replace the nominee later?
When you appoint your own EEA-resident director, or take out a bond, the nominee resigns and the change goes to the CRO on Form B10 within 14 days. See how director changes work.
Do I still need a company secretary?
Yes. Every company needs a secretary, and with a single director it must be a separate person. See our company secretarial services.

Setting up an Irish company from abroad?

Tell us where you live and what the company will do. We'll explain whether a nominee, a bond or your own director suits you best.

General information only, not legal advice. Sources: Companies Act 2014 (sections 130, 137 and 228) and the Register of Beneficial Ownership. We carry out identity checks on every client.

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Unit 80, Cherry Orchard Business Park, D10NX96, Dublin 10, Ireland

Mon–Fri 9:00 AM – 6:00 PM

Email: moh@tasconsulting.ie

Mobile: +353 85 1477625