What's the best possible way to legally hide UBO in UK LTD?

[happyjohn]

I want to know what are my options to hide my personal name if I setup a UK Ltd for £1 ?

I don't need to be director or shareholder I can appoint nominees, if I do so I assume my name will not appear anywhere public or will my name show up as ultimate beneficial owner (UBO) somewhere?

If UBO shows up, how can I avoid that legally ?

Any input would be much appreciated.

 

[David97255]

Nominees service yes or darks ( you will find through google a lot of nominees services ).
I personnally use nominees due to bad experience last year with darks

 

[James Turner]

As you have asked how to do this legally, I do not believe darks will suit your requirements. In a UK Ltd Company even if you are not a Shareholder or Director and use nominees your name will appear in the PSC Register (Persons with Significant Control). This cannot be avoided by using for example a UK LLP with offshore partners either unfortunately as the PSC Register exists for LLP's too. One way in which to avoid the PSC declaration is to have the control below 25% per controlling party. So if there are 5 'controllers' then none of them have significant control and will not appear on the PSC Register. You can be one of the 5.

 

[happyjohn]

Thank you @James Turner - true I don't want anything with darks, I have setups with darks which works magnificent for me, really it's a pleasure. But this time I need a 100% legal setup so no need to spend time on darks!

Anyway, so what you suggest is that either I find 4 people to appoint including myself so we are 5 in total or I have to pay for a service that provides me with 4 "nominees" or what do you suggest?

Can all shareholders be from abroad? What documents are required for that to happen? I will still need to appoint nominee director and shareholders right?

 

[anticfc]

MLD4 (used in EU) actually says "more than 25%", so you only need 3 people. OTOH, there will always be someone, and this someone will now be the director(s).

A shareholding of 25 % plus one share or an ownership
interest of more than 25 % in the customer held by a
natural person shall be an indication of direct ownership.
A shareholding of 25 % plus one share or an ownership
interest of more than 25 % in the customer held by a
corporate entity, which is under the control of a natural
person(s), or by multiple corporate entities, which are
under the control of the same natural person(s), shall be
an indication of indirect ownership. This applies without
prejudice to the right of Member States to decide that a
lower percentage may be an indication of ownership or
control. Control through other means may be determined,
inter alia, in accordance with the criteria in Article
22(1) to (5) of Directive 2013/34/EU of the European
Parliament and of the Council (3)​

 

[Chris Rogers]

But there are also a specific conditions for few countries. For example France has single ownership threshold 5%. For USA is threshold 10%.

 

[anticfc]

But there are also a specific conditions for few countries. For example France has single ownership threshold 5%. For USA is threshold 10%.

Where do you find the 10% threshold in the US? You migth be confusing the CFC rules with the UBO rules. Btw, the US is "25% or more" not "more than 25%". Big difference!

 

[Chris Rogers]

anticfc> you're right I mean an UBO rules no CFC/ATAD directive. The 10% threshold for USA can be found in CSR loophole document...

 

[happyjohn]

Well guys could you open your own threads to discuss these things! I'm happy to know more from @James Turner maybe you can help us setup this company in the UK! We are two owners and live within the EU so rules may be pretty much the same all over EU, brexit or not.

@James Turner can you help setup such a company anonymous?

 

[challenge]

I know that a lot of LLPs have foreign entities as shareholders and they write that on the PSC tab on companies house website...
e.g. a couple of Delawares, or mix DE/WY with one in lux/switzerland. You find plenty of them if you search the companies house website.

Note that I'm not a lawyer, I think is still a criminal offence not writing the real UBO there, but have the feeling that nobody will care as long as it's not empty, obviously until you do something criminal.

Opening a bank account in UK for the LLP with foreign "shielded" entities as shareholders will be nearly impossible. You would have to use EMIs or would have to show the whole real structure (real UBO) to the bank...

 

[Martin Everson]

Best to avoid use of UK companies for now if privacy is a concern. There are companies offering trust services to hide the PSC as I have posted in another thread but I don't think UK and company privacy go together currently.

Personally I feel there is no reason my personal details should be indexed all over the internet i.e google etc because the UK has implemented a failed model of transparency to fight crime. They might as well complete the job by creating a public register of all corporate account holders at each UK bank .

 

[negon]

Personally I feel there is no reason my personal details should be indexed all over the internet i.e google etc because the UK has implemented a failed model of transparency to fight crime. They might as well complete the job by creating a public register of all corporate account holders at each UK bank .

I totally agree with you. The UK stands not alone with these stupid rules, there are a bunch of EU countries that have it similar, I'm not sure if the have the 25% rule but other than that it seems similar.

Best to avoid use of UK companies for now if privacy is a concern. There are companies offering trust services to hide the PSC as I have posted in another thread but I don't think UK and company privacy go together currently.

But if we need something legal that can be audited then the UK may be the most legit country in Europe as it is now, it's cheap in creation, cheap in accounting and filing of tax and you have this 25% rule as explained above which looks to me great if privacy still matters and darks isn't an option.

 

[Martin Everson]

But if we need something legal that can be audited then the UK may be the most legit country in Europe as it is now, it's cheap in creation, cheap in accounting and filing of tax and you have this 25% rule as explained above which looks to me great if privacy still matters and darks isn't an option.

Your right it can be made to work with effort.

 

[negon]

I don't believe it takes that much, you just need someone professional to help

 

[James Turner]

Well guys could you open your own threads to discuss these things! I'm happy to know more from @James Turner maybe you can help us setup this company in the UK! We are two owners and live within the EU so rules may be pretty much the same all over EU, brexit or not.

@James Turner can you help setup such a company anonymous?

@happyjohn I would be pleased to assist you further with this discussion as you have stated. If you would like to discuss, please feel free to contact me.

 

[happyjohn]

Thank you, just send a reply to your PM! want to proceed asap.

 

[erni]

How would you rate to setup a UK LTD today taxvise. I mean you setup the company in the UK, that's the easy part, register the company for VAT if required and find someone to do the accoutning stuff. You are all set. But how about taxation, will the company have to pay regular corporate tax if they don't do business in the UK nor the owner is located in the UK?

 

[Martin Everson]

But how about taxation, will the company have to pay regular corporate tax if they don't do business in the UK nor the owner is located in the UK?

Yes

A company pays tax in UK if it is incorporated in UK or its place of control is UK.