What is a Nominee Director in Singapore?
Are you looking to register your company in Singapore? If so, Singapore law requires that you must have at least one director who is a resident of Singapore to represent your company with the local authorities. This is a regulation of the country's Companies Act.
But what if you don't have someone who lives in Singapore and can act as your resident director? The easiest solution is to hire a person to represent your company in Singapore for a nominee director fee. This person is called a nominee director (ND), or local director in Singapore. The nominee director must be a citizen or permanent resident of Singapore and must have a permanent address located in Singapore.
The nominee director in Singapore will not be involved in operating your company, meaning he or she is appointed simply to ensure compliance and satisfy Singapore's regulatory requirements.
Another (more complex) option to satisfy this requirement is to apply for a work pass (i.e., an Employment Pass, Entrepreneur Pass, or ONE Pass) for yourself, become a resident of Singapore, and then become a director of the company. However, the Singapore government will require you to relocate and establish a residence in Singapore before approving your work pass.
Does Your Company Need a Nominee Director?
Why Does Singapore Require a Local Director?
The Singapore government needs someone it can hold responsible in case a company breaks any laws. This helps them prevent foreign owners from absconding from the company and escaping liability if any legal problems arise with the country.
A local director in Singapore undertakes necessary due diligence to make sure that the company complies with all laws. Singapore's Companies Act and its common law impose the same obligations and responsibilities on a nominee director as those imposed on a regular director.
Director vs Nominee Director Responsibilities
The company’s statutory books are maintained correctly
Regulatory filings are done in a timely manner
Accounting records and annual accounts are maintained accurately
Shareholder and director meetings are conducted as per the law
Their fiduciary duty toward the company is honored at all times in all their official actions
Weighing the Risk of Hiring a Nominee Director
Compliant and Easy Nominee Director Services in Singapore
What Risk Does a Nominee Director Take On?
A nominee director undertakes significant risk. If a company breaks a law, the nominee director is accountable to the Singapore authorities. While the nominee director’s powers may be severely curtailed, his or her liability is not. Serious breaches of the law by the company can even result in the prosecution of the nominee director in Singapore.
With that in mind, CorporateServices.com conducts a Know Your Client (KYC) due diligence as part of agreeing to act as nominee director for a company. Additionally, the nominee director must monitor the activities of the company in sufficient detail to ensure the company is not violating any laws.
Hire a Nominee Director in Singapore Now
Frequently Asked Questions about Singapore Nominee Director
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