- ACRA Registered Filing Agent · FA20200114
Singapore company with a nominee director
Every Singapore company needs at least one director who is ordinarily resident here. If you and your co-founders are all overseas, we register the company and provide that director: incorporation, nominee, company secretary and registered address in one fee.
One fee, all in.
No shares or bank access.
Replaceable when ready.
ACRA Filing AgentFA20200114
★ ★ ★ ★ ★
4.9 / 5 Google ReviewsVerified client reviews
Since 2018Founded in Singapore
Registered CSPCorporate Service Provider
The legal requirement
Do I need a resident director in Singapore?
Yes. Section 145 of the Companies Act requires every Singapore company to have at least one director who is ordinarily resident in Singapore. If none of the founders can satisfy that requirement at incorporation, an eligible resident director must be appointed before the company can proceed.
Where a director acts as a nominee, ACRA’s Business Profile indicates the nominee-director status. The details of the person or entity that nominated the director are maintained in the required nominee-director registers and are not shown on the public Business Profile.
At least one
Every company must have a minimum of one director who is ordinarily resident in Singapore. There is no exemption or grace period; the requirement applies from incorporation.
Who qualifies
The legal test is whether the director is ordinarily resident in Singapore. A Singapore citizen or Permanent Resident who ordinarily resides here can qualify. Certain work pass holders may also qualify, subject to their pass conditions and applicable MOM requirements. Nationality alone is not the test.
A natural person, 18 or over
A corporate entity cannot be a director. The person must not be an undischarged bankrupt or disqualified from holding office.
You can remain a director too
A nominee satisfies the resident-director requirement but does not prevent you from being appointed as a director as well. You can serve alongside the nominee, and the company can remain 100% foreign-owned.
Role and limits
What the nominee does and does not do
The appointment meets the resident-director requirement, but the nominee remains a director under Singapore law. Ownership, day-to-day management and routine commercial decisions stay with you, while the nominee retains the statutory duties that apply to directors.
- The nominee will
- Be appointed as a director on the company’s ACRA record, satisfying section 145
- Sign the consent to act and documents required for the appointment
- Review and sign statutory documents where the nominee’s participation is properly required as a director
- Cooperate with annual compliance matters that properly require the nominee’s involvement
- Resign and file the change once an eligible replacement resident director is in place
- The nominee will not
- Hold any shares in your company or any economic interest in it
- Have bank signatory rights or access to your accounts
- Sign routine commercial contracts, leases, employment agreements or customer terms on your behalf
- Take part in day-to-day management or routine commercial decisions, except where action is needed to discharge statutory duties
- Guarantee your borrowings or stand behind the company’s commercial obligations
- Represent the company to customers, suppliers or investors as part of normal business operations
All of this is recorded in a nominee director agreement signed by both sides before the appointment is filed. An undated resignation letter is also held on file, together with the agreed handover process. Any resignation or replacement remains subject to the requirement that the company continue to have at least one director ordinarily resident in Singapore.
Transparent pricing
$2,495 for the company and the director it needs
One fee covers the incorporation, the nominee director, twelve months of company secretary and a registered office address. ACRA’s charges are already inside it and there is no GST. A refundable security deposit is assessed case by case.
Foreign-owned company
Company + nominee director
$2,495
One-off, all fees included. Covers the incorporation and twelve months of nominee director, company secretary and registered address. No GST.
Every nominee director appointment is subject to KYC and our internal acceptance. Not every company is one we can act for.
Everything inside the $2,495
Private limited company incorporation. ACRA registration fees included, name check and reservation, preparation of the registration forms, the e-Certificate of incorporation and the Model Constitution.
Nominee director for twelve months. One named Singapore-resident director on your ACRA record, so the company satisfies section 145 from the day it is registered.
Company secretary for twelve months. A named Singaporean on our payroll rather than an outsourced name: annual return filing including the ACRA fee, AGM preparation, compliance advisory, due-date reminders and the company register.
Registered office address for twelve months. An ACRA-compliant address, with mail handling, sorting and notification, and either self-collection or forwarding.
Corporate bank account opening assistance. Application support with our partner banks: DBS, OCBC, UOB or Maybank.
Nominee director agreement and handover documents. Signed by both sides, setting out the limits of the role in writing, with the agreed exit process and an undated resignation letter held on file from the start.
Not included, and what comes after year one
Refundable security deposit. Assessed case by case from the KYC and the business activity. Where one is required it is held for the duration of the appointment and returned in full when the nominee resigns and the company is compliant.
Year two onwards. The package is one-off. After the first twelve months the company secretary renews at $328 a year and the registered address at $245 a year. We quote the nominee director appointment at renewal.
Bookkeeping, tax and licensing. Quoted separately on our pricing page. Any licence your activity needs before it can trade is yours to obtain.
Already have a Singapore company?
If the company is already registered and has lost, or never had, an eligible resident director, we can look at providing the nominee director on its own alongside the company secretary role. Send us the UEN and we will tell you what is needed.
Relocating on an Employment Pass?
If you intend to move to Singapore and hold the directorship yourself, our Company with Employment Pass package covers both filings at $4,650, with a temporary nominee until your pass is approved.
A founder already resident here?
If any founder is a Singapore citizen, Permanent Resident or eligible pass holder, you do not need a nominee at all. Straight private limited company incorporation is $648, all in.
Not sure whether you need a nominee at all?
If any founder is a Singapore citizen, Permanent Resident or eligible pass holder, you do not need one and straight incorporation costs less. If you plan to relocate on an Employment Pass, the nominee may only be needed until your pass is issued.
What we require of you
Nominee director eligibility and onboarding requirements
A nominee director carries real personal exposure, so every appointment remains subject to KYC and our internal acceptance. The requirements below are the areas we assess before the appointment is confirmed.
Full KYC on every beneficial owner
Passport, proof of address, professional background and source-of-funds information for each shareholder and controller, not only the person who contacts us. This is a regulatory obligation on us as a corporate service provider, not a formality we can waive.
We stay on as your company secretary
A nominee director is only defensible if we can see the company’s statutory position at all times. The secretary role is inside the package for the first twelve months and stays with us for as long as we provide the nominee. From year two it renews at $328 a year.
No high-risk activities
We do not act for companies in digital assets or crypto, gambling, money-service or remittance businesses, arms, or any activity requiring a licence we cannot verify.
Annual re-screening
The appointment is reviewed each year before renewal. If the business has moved into an activity we cannot support, we will tell you and give you time to appoint your own director.
We may resign on notice
If we need to end the appointment because the company stops filing, stops responding or moves into activity we cannot support, we will give notice and require an eligible replacement resident director to be appointed. Any resignation is handled subject to the Companies Act requirement that the company continue to have at least one director ordinarily resident in Singapore.
Step by step
How the incorporation and nominee director process works
From checkout to a registered company is typically under a week, with the timing mainly depending on how quickly the KYC documents and signed forms are returned.
1
Complete checkout
Choose the package, enter your details and pay online. You do not need to prepare the company documents during checkout; we request them by email afterwards.
2
KYC and company details
We email you for the proposed company name and business activity, identity and address documents for every shareholder and controller, professional background and source-of-funds information. KYC usually takes one to three days, depending on how quickly the documents arrive.
3
Assessment, agreements and any deposit
Once the KYC review is cleared, we confirm any refundable security deposit required by our assessment, issue the service agreement and nominee director agreement, and complete the agreed resignation and handover documents for our file.
4
We incorporate and file the appointment
We reserve the name, prepare the constitution and the registration forms, and file with ACRA together with the nominee’s consent to act. Straightforward incorporations are usually completed the same day the signed forms come back.
5
Bank account, then the year runs
We introduce you to our partner banks and support the account opening. Your company secretary then handles the annual filings, and when you become eligible to satisfy the resident-director requirement, or another eligible resident director is appointed, the nominee resigns and we file the change at no charge.
Director responsibilities
What a nominee director is legally responsible for
Singapore law expressly recognises nominee directors. Section 145A of the Companies Act defines a nominee director as a director who is accustomed or under an obligation, whether formal or informal, to act in accordance with another person’s directions, instructions or wishes.
Nominee status does not remove the normal duties of a director. Section 157 still requires every director to act honestly and use reasonable diligence. That is why our KYC is thorough, why we need visibility over the company’s statutory position, and why the appointment cannot be treated as simply lending a name.
Where the nominee’s exposure sits
Statutory filings
Late or missing statutory filings can expose directors to penalties and other consequences. The nominee therefore needs visibility over the company’s compliance position rather than being treated as a name on the register only.
Duty of diligence
Section 157 requires a director to use reasonable diligence in discharging their duties. “I was only a nominee” is not a defence.
Disqualification
Certain compliance failures can expose directors to penalties or disqualification. That is why the nominee cannot ignore persistent non-compliance by the company.
Not commercial liability
The nominee does not take on the company’s ordinary commercial risk. Trading losses, debts, contracts and disputes remain matters for the company and its owners, subject to the normal legal duties that apply to directors.
Common concerns
The risks, and what we do about them
These are the five things founders actually worry about when they read the words “nominee director”. Each one has a structural answer rather than a reassuring one.
“The nominee could take over my company.”
They hold no shares and no economic interest. Ownership sits entirely with your shareholders, and directors cannot transfer shares they do not own. The agreement also bars the nominee from acting beyond the statutory role.
“They could block me or refuse to resign.”
The nominee director agreement includes an agreed exit process, and an undated resignation letter is held on file. Where the nominee is the company’s only ordinarily resident director, an eligible replacement must be appointed before the handover is completed.
“They could reach my bank account.”
We do not take bank-signatory or mandate rights. Bank access stays with the people you authorise, subject to the bank’s onboarding requirements.
“What if you drop us mid-year?”
If we need to end the appointment, we give notice and work with you on the replacement. The company must continue to have at least one director ordinarily resident in Singapore, so the handover has to be handled properly.
“What happens if I stop filing?”
This is the real risk in the arrangement, and it is yours to avoid. Because the nominee is personally exposed to your company’s compliance failures, persistent non-filing is the one thing that will end the appointment.
Common questions
Nominee director FAQs
Is a nominee director legal in Singapore?
Yes. Singapore law expressly recognises nominee directors. Where acting as a nominee director is provided by way of business, the appointment must be provided by or arranged through a registered Corporate Service Provider, subject to the statutory exceptions. Companies must also maintain and file nominee-director information with ACRA.
Will the nominee appear on my public company record?
Yes. The nominee is a director, so their name appears on the company’s ACRA record. ACRA’s Business Profile also indicates nominee-director status with the superscript “ND”. Details of the person or entity that nominated the director are kept in the company’s Register of Nominee Directors and the Central ROND, and are not shown on the public Business Profile.
Can I be a director as well?
Yes. The nominee satisfies the residency requirement; you can remain appointed as a director alongside them, and the company can remain 100% foreign-owned.
Do you provide nominee shareholders?
No. We provide a resident director to satisfy section 145. We do not hold shares on anyone’s behalf.
What does the package cost?
$2,495, one-off. It covers the private limited company incorporation, twelve months of nominee director, twelve months of company secretary and twelve months of a registered office address. ACRA’s charges are already inside that figure and there is no GST.
After the first year the company secretary renews at $328 a year and the registered address at $245 a year. We quote the nominee director appointment at renewal.
Do I need to put down a security deposit?
It depends on our internal assessment. Factors such as business activities and the KYC forms all play a part.
Usually we would need a deposit when you engage our incorporation service with nominee director only. If you engage us for other compliance matters as well, such as tax computation and filing, we usually would not need a deposit. Where a deposit is taken it is refundable in full when the appointment ends and the company is compliant.
Why do I need to fill up a KYC (know-your-client) form?
Since we would be your nominee director, our name is on the line too. Although the nominee is not involved in day-to-day management, the legal duties that apply to directors still apply.
In some cases we have to decline an appointment, including where there is a conflict of interest or the company does not pass our internal risk assessment.
Why must you also be the company secretary?
A nominee director needs visibility over the company’s statutory position. Holding the secretary role allows us to keep sight of filings and deadlines while we provide the nominee appointment.
The role is inside the package for the first twelve months, and stays with us for as long as the nominee appointment runs.
Do you act for any industry?
No. We do not act for digital-asset or crypto businesses, gambling, money-service or remittance operators, arms, or any activity needing a licence we cannot verify.
How long does it take?
Typically under a week from first contact to a registered company, with most of that time spent on document collection. KYC on all beneficial owners is the step that usually sets the pace. Once we have every required signed form and document, straightforward incorporations are usually completed the same day.
What do I need to prepare?
The information and documents we need are:
- Company name
- Business activity
- Passport information for every shareholder and controller
- Proof of address
- Professional background information, such as a CV or similar
How do I remove the nominee later?
Once you become eligible to satisfy the resident-director requirement, or another eligible resident director is appointed, tell us. The nominee can then resign and we file the change with ACRA. There is no charge for the handover filing.
What if my Employment Pass is rejected?
If your Employment Pass is not approved, the company will still need an eligible director who is ordinarily resident in Singapore. Subject to our annual review and renewal terms, the nominee arrangement can continue, or you can appoint another eligible resident director.
Can you take over an existing company that has lost its resident director?
Potentially, subject to KYC and onboarding. A company without at least one director ordinarily resident in Singapore does not meet section 145, so the position should be filled as soon as possible.
That is the nominee director on its own rather than the incorporation package. Send us your UEN and we will tell you what is needed and what it costs.
Client feedback
Trusted by the companies we file for
Verified Google reviews from clients we still file for, quoted in full.
4.9
★★★★★
out of 5 on Google
★★★★★
I recently used their service to incorporate my new company, and I was very impressed with their service. They were fast and responsive, and they made the whole process very easy for me. They answered all of my questions in a clear and concise way, and they helped me to understand the entire incorporation process.
I would highly recommend their service to anyone who is looking to incorporate a business. They are fast, responsive, and knowledgeable, and they will make the whole process as easy as possible for you.
Timothy Jurn
· Google review
★★★★★
I just switch over to Left-Right from another secretary firm. Lisa is patience & easy to get in touch with in helping me to make a smooth switch.
For SME company like mine, we need someone dedicated to hear our issue and provide professional opinion, so far, Lisa had deliver it to me.
Thanks to Lisa.
Choon Heng Tew
· Google review
★★★★★
Had been using their services all along and would continue to use them as they are professional.
Clarence Chua
· Google review
★★★★★
A great company with speed respond. All questions answer and add on bonus information to allow business owners to plan well and accurate for annual filing. Which is always the most critical and important for any business.
Highly recommended for their services.
Fair priced and efficient work!
Mas Gnat
· Google review
★★★★★
Lisa is very attentive to details and prompt with replies and follow up. So far it has been a pleasant sign up experience with them and I’m already glad we switch over to them for our Corporate Secretary services.
Eugene Wong
· Google review
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