At least one director must be resident in the EEA. Most US founders use a nominee for the first 12–18 months until a local hire joins the board.
Resident director requiredFour EU jurisdictions — Ireland, Luxembourg, Cyprus, Malta — require at least one resident-EU director on the board to incorporate. We become that director, with D&O cover, quarterly board presence, and a written independence test on file.
Statutory law — not a checkbox we can toggle. If you incorporate here, you need one.
At least one director must be resident in the EEA. Most US founders use a nominee for the first 12–18 months until a local hire joins the board.
Resident director requiredEffective management and centre of administration must be in Luxembourg — typically achieved by appointing a resident director or board member.
Substance requirementTax residency requires "management and control" in Cyprus — practically, a majority of resident directors and board meetings held in country.
Tax residencyRequired for the favourable 5% effective tax rate via the imputation system — needs management and control exercised in Malta.
Tax structureSix things ship with every nominee engagement, regardless of jurisdiction.
A real, qualified resident director listed on the company register. Not a shell. Filed with the local registry the same week.
€2M aggregate Directors & Officers liability cover, written under the company's policy at no extra cost.
Attendance at quarterly board meetings, signed minutes filed with the company. Ad-hoc resolution turnaround in 48 hours.
Written independence assessment on file — for tax, audit, and substance defence. Updated annually.
Director's section of annual returns, change-of-officer notifications, and any statutorily required disclosures handled.
When you hire a real local director, we step off the board cleanly with all filings done — no exit fee, no friction.
You're forming an Irish LTD, a Luxembourg S.à r.l., a Cypriot LTD, or a Maltese LTD. The law requires a resident director on the board. We become that director until you have a local hire who can take the seat.
You're targeting Maltese 5% effective tax or Cypriot tax residency — both require "management and control" exercised locally, which means a real director on the ground signing things.
You'll hire a local director eventually — but not in week one. We hold the seat while you recruit, with a clean exit when your hire joins the board.
Same monthly rate across all four jurisdictions. No board-meeting upcharges, no per-resolution fees, no hidden insurance line. Cancel any time after the 12-month statutory minimum.
Questions we get on almost every nominee director conversation. Anything else, ask in the demo notes.
Real. Each nominee is a qualified professional director with a current PRSI / tax number in the relevant jurisdiction, a clean disqualification record, and active D&O cover. They sign actual board resolutions and attend actual board meetings.
Either statutory law (Ireland Companies Act §137 requires an EEA-resident director) or tax-substance rules (Luxembourg, Cyprus, Malta require "management & control" exercised in country). It's not optional — it's how you legally exist as a company there.
Germany and France don't require resident directors. We don't offer nominees there because you don't need one. If you're forming a GmbH or SAS, save the $349/month.
Yes — quarterly board meetings, in person or by video, with signed minutes filed. For ad-hoc resolutions outside the quarterly cycle, the nominee turns around in 48 hours.
€2M aggregate cover written under the company's policy at no extra cost. Sits alongside any D&O the company already carries; no exclusions for our nominee's role.
Same week. The appointment doc gets filed with the local registry within 48 business hours of the contract — your company is compliant with the resident-director rule by the next board meeting.
Clean exit. We file the resignation, hand off the role to your hire, and refund any unused months on the engagement. No exit fee, no friction.
Join the waitlist and we'll onboard you ahead of launch — with locked-in early-access pricing ($349/month), priority placement in your jurisdiction, and same-week appointment.
We'll only email you when Nominee Director goes live. No drip campaigns.