So if it is in the gray zone, then not sure I'm willing to take the risk. We had here some lawsuits where people had to pay huge penalties. Even prison is possible.
Have been thinking about openning a company in Gibraltar. Best case would be 10% cooperate tax + 25 % tax on dividend. So you are a bit better of compared to a tax rate of 45%. More important would be a hedge against the regulatory risks.
As you said you need a managing director and maybe some employees. Have you done something like this or could you provide some more info's? Of course it should be legal!