A shareholder is a person (a private individual or a corporate body), who is the formal holder of shares in a particular offshore company. So, it basically is what the name suggests – the “holder” of shares. However, in respect to offshore companies, a distinction must be made between “holding” the shares and actually owning them. Quite often the shareholder may hold shares for the benefit and on behalf of another person. Such shareholder would be called a “nominee shareholder”. In such instance, the other person – who is accordingly the real owner of the shares – is called “the beneficial owner”. Effectively, then, a nominee shareholder acts as a “shield” for the beneficial owner, preventing general public from seeing who is the real owner of the IBC.
In the nominee shareholding relationship, the beneficial owner is the person who is the real, de-facto owner of the shares, entitled to all gains, profits and benefits accruing to such shares. The beneficial owner would also be the one who decides on the eventual sale or transfer of shares. So, not all beneficial owners are shareholders and not all shareholders are beneficial owners – while, certainly, it is also possible that both are the same person.
