Structure glossary

Structure terms, in plain language.

Confusion about words causes real decisions to go wrong: a founder asks for a branch and means a subsidiary, or assumes a director is an owner. This glossary fixes the meaning of the terms you will meet while choosing a structure. The definitions are general; how any term works in a given country is a legal question.

EntitiesPeopleControlPresence
How to use this

Terms first, jurisdiction second

Read the terms before talking to any provider. If a provider uses a word differently, ask them to define it in writing. Costly misunderstandings can arise between people using the same word for different things.

Definitions here are deliberately general. Local law can add detail or differences.

Things

Entities

Company

A legal entity separate from its owners, which can hold contracts and assets in its own name.

Subsidiary

A separate legal entity owned by another company, usually called the parent.

Branch

Not a separate entity: it is part of the foreign company that opened it, so that company stays responsible.

Holding company

A company whose main role is to own shares in other companies.

Persons

People and roles

Shareholder

An owner of shares, who benefits from the company and typically votes on major matters.

Director

Someone who runs the company and carries duties to it. A director need not be an owner.

Beneficial owner

The real person who ultimately owns or controls a company, even through other entities.

Authorised signatory

A person allowed to sign for the company, for instance on a bank account.

Presence and control

Presence and control

Registered address

The official address on record, which may differ from where work is done.

Substance

The extent to which real activity, people and decisions sit where the company is based.

Nominee

A person named on a record on behalf of the true owner. Ask what duties and risks this creates.

Residence

Where a person or company is treated as based for legal purposes, which is a legal question per country.

Good to know

What this is, and isn't

This is business and structuring analysis, not legal, tax or investment advice. Where a legal or tax opinion is needed, we say so and point you to a licensed adviser.

FAQ

Frequently asked questions

Are these legal definitions?+

They are plain-language descriptions of general concepts, not legal definitions for any jurisdiction.

Which terms are easy to mix up?+

Branch versus subsidiary, and director versus owner.

Where do I go for a precise meaning?+

To a licensed professional in the country concerned.

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