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Nominee Agreement Template for Denmark

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Nominee Agreement

I need a nominee agreement to appoint a nominee to hold shares on behalf of the beneficial owner, ensuring confidentiality and compliance with Danish regulations. The agreement should include clauses for nominee duties, termination conditions, and indemnification, with a focus on maintaining the beneficial owner's rights and interests.

What is a Nominee Agreement?

A Nominee Agreement lets someone act legally on behalf of another party while keeping the real owner's identity private. In Denmark, these agreements are common in property deals, investment holdings, and corporate arrangements where the nominee (called a "str氓mand" in Danish) represents the beneficial owner's interests.

Danish law recognizes nominee arrangements but requires careful documentation and transparency with authorities to prevent misuse. The agreement must detail the nominee's duties, limitations, and compensation while following Danish financial regulations and anti-money laundering rules. Many Danish banks and investment firms use these agreements when managing client assets or holding shares for foreign investors.

When should you use a Nominee Agreement?

Consider using a Nominee Agreement when you need a trusted representative to handle property, investments, or business interests while maintaining privacy. Danish companies often use these agreements during complex real estate transactions, when establishing holding companies, or managing investments for international clients who can't directly own certain assets.

The agreement becomes essential when navigating Danish financial regulations that limit direct foreign ownership, or when corporate structuring requires a local representative. It's particularly valuable for investment funds managing multiple stakeholders, family offices protecting wealth privacy, and businesses expanding into regulated Danish markets where local representation is mandatory.

What are the different types of Nominee Agreement?

  • Share Nominee Agreement: Used by investment firms to manage stock holdings for clients, requiring detailed terms about voting rights and dividend distributions
  • Property Nominee Agreement: Common in Danish real estate transactions, specifying the nominee's authority to manage property and collect rent
  • Corporate Nominee Agreement: Outlines a nominee director's role in representing company interests, particularly useful for foreign businesses establishing Danish presence
  • Trust Nominee Agreement: Focuses on asset management and wealth protection, popular among family offices and private wealth managers
  • Bank Account Nominee Agreement: Details the nominee's authority to operate Danish bank accounts while protecting the beneficial owner's privacy

Who should typically use a Nominee Agreement?

  • Nominees: Professional trustees, corporate directors, or authorized representatives who legally act on behalf of others under Danish law
  • Beneficial Owners: Individuals or companies who retain actual ownership while staying private, often foreign investors or family offices
  • Legal Advisors: Danish lawyers who draft and review Nominee Agreements to ensure compliance with local regulations
  • Financial Institutions: Banks and investment firms that facilitate nominee arrangements for client asset management
  • Regulatory Bodies: Danish authorities who oversee nominee relationships to prevent misuse and ensure transparency

How do you write a Nominee Agreement?

  • Identity Details: Gather full legal names, addresses, and registration numbers for both nominee and beneficial owner
  • Scope Definition: Clearly outline the specific assets, accounts, or business interests the nominee will manage
  • Authority Limits: Define exact powers granted to the nominee and any restrictions on their actions
  • Compensation Terms: Document agreed fees, payment schedules, and expense reimbursement policies
  • Compliance Check: Verify alignment with Danish anti-money laundering laws and financial regulations
  • Document Generation: Use our platform to create a legally-sound Nominee Agreement that includes all required elements

What should be included in a Nominee Agreement?

  • Party Information: Complete details of nominee and beneficial owner, including registration numbers and addresses
  • Scope of Authority: Precise description of nominee's powers, duties, and limitations under Danish law
  • Asset Details: Clear identification of properties, shares, or accounts covered by the agreement
  • Compensation Structure: Terms for fees, expenses, and payment schedules
  • Duration and Termination: Agreement period, renewal options, and termination conditions
  • Compliance Statements: References to Danish anti-money laundering and financial regulations
  • Liability Provisions: Clear outline of responsibilities and indemnification terms

What's the difference between a Nominee Agreement and a Custody Agreement?

A Nominee Agreement differs significantly from a Custody Agreement in both scope and legal implications. While both involve managing assets on behalf of others, they serve distinct purposes in Danish law.

  • Legal Authority: Nominee Agreements grant the power to act as the legal owner, while Custody Agreements only permit safekeeping and administrative duties
  • Public Representation: Nominees can appear as the registered owner in public records, whereas custodians always act in a clearly disclosed capacity
  • Asset Control: Nominees have broader decision-making powers over assets, while custodians mainly focus on preservation and maintenance
  • Regulatory Framework: Custody Agreements face stricter financial services regulations in Denmark, especially for banks and investment firms
  • Privacy Aspects: Nominee arrangements offer greater beneficial owner privacy, while custody relationships typically require more transparency

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