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Nominee Shareholder Declaration Of Trust Template for Netherlands

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Key Requirements PROMPT example:

Nominee Shareholder Declaration Of Trust

"I need a Nominee Shareholder Declaration of Trust for our Dutch subsidiary where a corporate service provider will act as nominee for 1000 ordinary shares, holding them on behalf of our UK parent company, with the arrangement to commence from March 1, 2025, and including specific provisions for dividend payments and corporate actions."

Document background
The Nominee Shareholder Declaration of Trust is a crucial document used in the Netherlands when establishing arrangements where legal and beneficial ownership of shares need to be separated for legitimate business or strategic purposes. This document type is commonly utilized in corporate structuring, international business operations, and wealth management scenarios. The declaration must comply with Dutch legal requirements, including the Civil Code, Financial Supervision Act, and UBO registration obligations. The document comprehensively details the relationship between the nominee shareholder and the beneficial owner, covering aspects such as voting rights, dividend entitlements, and regulatory compliance. Given the increased focus on transparency in corporate structures, this agreement must carefully balance business needs with regulatory requirements, particularly concerning beneficial ownership disclosure and anti-money laundering regulations.
Suggested Sections

1. Parties: Identification of the Nominee Shareholder (Trustee) and the Beneficial Owner (Beneficiary), including full legal names, addresses, and registration details if applicable

2. Background: Context of the arrangement, including details of the company whose shares are subject to the trust arrangement

3. Definitions: Definition of key terms used throughout the document, including 'Shares', 'Trust Property', 'Company', etc.

4. Declaration of Trust: Formal declaration that the Nominee holds the shares on trust for the Beneficial Owner

5. Trust Terms: Core terms of the trust arrangement, including the nominee's obligations to hold and deal with the shares as directed

6. Powers and Obligations of the Nominee: Detailed description of what the nominee can and cannot do with the shares, including voting rights and dividend handling

7. Rights of the Beneficial Owner: Specification of the beneficial owner's rights to direct the nominee and receive benefits from the shares

8. Regulatory Compliance: Provisions ensuring compliance with Dutch law, including UBO registration and anti-money laundering requirements

9. Indemnification: Provisions for the beneficial owner to indemnify the nominee for proper actions taken under the agreement

10. Duration and Termination: Terms regarding how long the arrangement will last and circumstances under which it can be terminated

11. Governing Law and Jurisdiction: Specification that Dutch law governs the agreement and Dutch courts have jurisdiction

Optional Sections

1. Nominee Fees: Section detailing any fees payable to the nominee, used when the arrangement is not gratuitous

2. Replacement of Nominee: Procedures for replacing the nominee, used when this possibility needs to be explicitly addressed

3. Confidentiality: Specific confidentiality provisions, used when standard privacy provisions are insufficient

4. Power of Attorney: Granting specific powers to the nominee or beneficial owner, used when additional authority is required

5. Tax Provisions: Specific provisions regarding tax handling, used when complex tax situations need to be addressed

6. Multiple Beneficiaries: Additional provisions for cases where there are multiple beneficial owners

7. Share Transfer Restrictions: Special provisions regarding restrictions on share transfers, used when required by company articles or shareholders' agreements

Suggested Schedules

1. Schedule 1 - Share Details: Detailed description of the shares subject to the trust arrangement, including share numbers, class, and nominal value

2. Schedule 2 - Company Details: Full details of the company whose shares are subject to the trust arrangement

3. Schedule 3 - UBO Declaration Form: Standard form for declaring ultimate beneficial ownership information

4. Schedule 4 - Nominee Services: Detailed description of services to be provided by the nominee (if applicable)

5. Schedule 5 - Fee Schedule: Breakdown of any fees and payment terms (if applicable)

6. Appendix A - Powers of Attorney: Standard form power of attorney documents (if required)

7. Appendix B - Regulatory Compliance Checklist: Checklist ensuring compliance with Dutch legal and regulatory requirements

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions









































Clauses
































Relevant Industries

Financial Services

Corporate Services

Legal Services

Investment Management

Wealth Management

Professional Services

Trust and Fiduciary Services

International Business

Private Equity

Family Office Services

Relevant Teams

Legal

Corporate Secretariat

Compliance

Corporate Services

Wealth Management

Risk Management

Corporate Governance

Financial Administration

Investment Management

Board Secretariat

Relevant Roles

Corporate Lawyer

Legal Counsel

Company Secretary

Trust Officer

Compliance Officer

Corporate Services Manager

Legal Director

Wealth Manager

Corporate Governance Officer

Financial Director

Investment Manager

Risk Manager

Board Member

Managing Director

Corporate Structuring Advisor

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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