ProDirectors.com offers both nominee director and secretary services and professional non-executive director services at affordable prices.
  • Nominee Company Director
    A nominee director is someone who in fact is 'renting' his or her name to you. In other words, the name of this person is used and not yours for the incorporation documents. They are also taking the position on paper of the company directors. The term of straw man or front man has been used to describe someone who is acting as the nominee. Legally, according to the incorporation documents, the nominee is responsible for the company or entity. In addition, if it is the case of a nominee that is also listed as the nominee shareholder, then they in effect also have the related ownership responsibilities as well. For all nominee services, ProDirectors.com uses a corporation to fill the role.

  • Nominee Company Secretary
    A nominee company secretary, similar to a nominee director, but will ensure that all statutory records are filed in accordance with Companies Act, including the Annual Return. For all nominee services, ProDirectors.com uses a corporation to fill the role.

  • Non-Executive Director
    A non-executive director or outside director is a member of the board of directors of a company who does not form part of the executive management team. He or she is not an employee of the company or affiliated with it in any other way. They are differentiated from inside directors, who are members of the board also serving as executive managers of the company (most often as corporate officers). Non-executive directors have responsibilities in the following areas, according to the Higgs Report, commissioned by the British Government and published in 2003:-

    — Strategy: Non-executive directors should constructively challenge and contribute to the development of strategy.

    — Performance: Non-executive directors should scrutinise the performance of management in meeting agreed goals and objectives and monitoring, and where necessary removing, senior management and in succession planning.

    — Risk: Non-executive directors should satisfy themselves that financial information is accurate and that financial controls and systems of risk management are robust and defensible.

    — People: Non-executive directors are responsible for determining appropriate levels of remuneration of executive directors and have a prime role in appointing, and where necessary removing, senior management and in succession planning.

    Non-executive directors should also provide independent views on:-

    — Resources
    — Appointments
    — Standards of conduct

    Non-executive directors are the custodians of the governance process. They are not involved in the day-to-day running of business but monitor the executive activity and contribute to the development of strategy. For all Non-Exective Director postions, ProDirectors.com uses an actual professional director (i.e. not a corporation) to fill the role.
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