Declarations of Trust for Nominee Shareholders
When shares in a company are held in someone else’s name (a nominee), a Declaration of Trust ensures that the beneficial owner, i.e. the person who truly owns and controls the shares, is properly recognised and protected.
A nominee shareholder arrangement is common where shares are held:
- for confidentiality or administrative convenience,
- on behalf of investors, family members, or group companies, or
- as part of a trust, joint venture, or employee ownership structures.
What is a Declaration of Trust for Nominee Shareholders?
A Declaration of Trust is a legal deed in which the registered shareholder (the nominee) confirms that they hold the shares on trust for another person (the beneficial owner).
The Deed:
- Clarifies ownership — ensuring that the nominee holds shares only as trustee, not as the true owner.
- Protects the beneficial owner’s rights to dividends, voting control, and sale proceeds.
- Helps the company comply with PSC transparency requirements for shareholdings over 25%.
By using a written Declaration of Trust, both parties ensure transparency, legal certainty, and enforceability of their arrangement.
Simply-Docs provides two solicitor-drafted templates to suit different levels of complexity:
Declaration of Trust for Nominee Shareholders (Basic)
Purpose: A simple form of declaration suitable for straightforward nominee arrangements where one person or company holds shares purely on behalf of another and no complex rights or conditions apply.
Best For: Small companies, family businesses, or simple investment structures where clarity of beneficial ownership is needed.
For full details view Basic Declaration of Trust
Declaration of Trust for Nominee Shareholders (Long)
Purpose: A more comprehensive declaration designed for complex ownership structures, covering additional share types (e.g. warrants, options, or rights issues) and detailed nominee obligations.
Best For: Corporate groups, investment structures, and nominee arrangements involving multiple classes of securities or formal shareholder governance.
For full details view Long Declaration of Trust
Each version is compliant with the Companies Act 2006 and the Register of People with Significant Control (PSC) Regulations 2016.
Benefits of Using Simply-Docs Declarations of Trust
✅ Clarifies beneficial and legal ownership of shares
✅ Protects rights of both nominee and beneficial owner
✅ Prevents disputes over voting or dividend rights
✅ Ensures PSC register compliance for shareholdings over 25%
✅ Drafted by UK solicitors and regularly updated
These documents are part of Simply-Docs’ Shareholder Agreement Documents . They are designed to help UK companies manage every aspect of shareholder relationships, from ownership to governance.
- Declaration of Trust for Nominee Shareholders (Basic )
- Declaration of Trust for Nominee Shareholders (Long )
Declarations of Trust for Nominee Shareholders is part of Corporate. Just £38.50 + VAT provides unlimited downloads from Corporate for 1 year.