Singapore’s straightforward business setup process is a magnet for global entrepreneurs, but one rule is firm: every company needs at least one local director. For foreign business owners not residing in Singapore, a nominee director is often the solution. This article explores the role of nominee directors, when they’re required, and how exemptions work.
What Is a Nominee Director?
Singapore law mandates that every company has at least one director who is “ordinarily resident” in Singapore—a citizen, permanent resident, or holder of a valid work pass like an EntrePass or Employment Pass. If you’re a foreigner without a local presence, a nominee director steps in to meet this requirement.
Nominees don’t typically run your business but are legally accountable for compliance. This is why secretarial services Singapore providers offering nominee directors use strict agreements and deposits to safeguard both parties.
When Is a Nominee Director Required?
You’ll need a nominee director if:
- You’re launching a company from outside Singapore.
- You’re not relocating or securing a local work visa.
- No one on your team qualifies as a Singapore resident director.
Corporate secretarial services can provide a nominee director and ensure your company meets all regulatory requirements.
Can a Foreigner Be the Local Director?
Yes, if you live in Singapore with a valid work pass, such as:
- EntrePass: For entrepreneurs with innovative business plans.
- Employment Pass (EP): For professionals, often used if you’re employed by your own company.
With an approved pass, you can act as the local director, eliminating the need for a nominee. Confirm your visa’s approval before assuming this role.
Are There Any Exemptions?
Exemptions are limited but include:
- Local Co-Director: A Singapore citizen or PR on your team can serve as the local director.
- Existing Work Pass: If you’re in Singapore with a visa permitting business activities, you may qualify as the local director.
- Foreign Subsidiaries: Subsidiaries of foreign companies still require a local individual director, as the parent company’s residency doesn’t count.
Corporate secretarial services can help you navigate these scenarios and maintain compliance with ACRA.
What Risks Do Nominee Directors Face?
Nominee directors are legally liable for:
- Non-compliance with annual filings
- Trading while insolvent
- Involvement in fraudulent or illegal activities
To mitigate these risks, company secretarial services providers enforce detailed contracts and deposits. Avoid appointing someone unfamiliar with these obligations to prevent complications.
Why Use Corporate Secretarial Services?
For foreign entrepreneurs, corporate secretarial services simplify compliance by offering:
- Nominee director appointments
- Filing of ACRA-required documents
- Maintenance of statutory registers
- A registered office address
- Deadline tracking to avoid penalties
These services ensure your business stays compliant and in good standing with ACRA.
Tips for Choosing a Nominee Director Service
When selecting a provider, consider:
- Transparency: The agreement should clearly define the nominee’s role and liabilities.
- Experience: Choose providers with a proven track record for reliability.
- Control: Ensure the nominee has no access to your company’s finances or decisions.
Final Thoughts
Singapore’s local director rule is a key compliance requirement for foreign entrepreneurs. By partnering with trusted secretarial services Singapore providers, you can appoint a nominee director and focus on growing your business while staying compliant in Singapore’s competitive market.
