Nominee Director/ Shareholder Service

The Companies Act mandates that each company registered in Singapore appoint at least one director who is ordinarily a resident in the city-state.

To assist in meeting this requirement, we offer the service of appointing one of our team members as the nominee resident director for your company, available on a short-term or annual basis.

In Singapore, a Nominee Director assumes equivalent obligations and responsibilities as those imposed on a regular director by the Companies Act and common law.

The board of directors holds significant authority within the company, managing its affairs and being accountable to the shareholders.

Directors bear responsibility for maintaining statutory books and filings, managing accounting records and annual accounts, overseeing shareholders and directors meetings, and crucially, fulfilling a fiduciary duty towards the company.

Given the fiduciary duties inherent to a director's role, the terms governing our Resident Nominee Director Service are outlined as follows:

• The service is solely provided for statutory compliance purposes.
• The Nominee Director will not engage in day-to-day management, financial, or operational matters of the company.
• The Nominee Director will refrain from executing documents on behalf of the company or signing any personal guarantees related to the company's indebtedness.
• It is essential to appoint one or more other individuals, potentially foreign individuals, as executive directors responsible for the company's operations.
• In addition to the Nominee Director fee, a refundable security deposit is required to ensure the Nominee Director's interests are safeguarded.
• Termination of our services and replacement of the Nominee Director is permissible at any time. The security deposit will be refunded post the change with the Company Registrar.
• The Company must remain solvent and in compliance with all regulations throughout the duration of our services.

 The Companies Act mandates that all Singapore private limited companies must have at least one shareholder, who can be either an individual or a corporation. There is no requirement for the shareholder to be a Singapore resident, as the republic permits 100% foreign shareholding.

When establishing your Singapore or offshore company, you have the option to act as the shareholder. Alternatively, we offer the provision of a Nominee Shareholder, enhancing your corporate privacy.

• Our Nominee Shareholder Service issues a signed declaration of trust, where the appointed Nominee Shareholder holds shares on behalf of the beneficial owner.
• The Nominee Shareholder is not the legal owner of the shares, and the shares will be returned to the beneficial owner upon termination of the service or transfer to another party per the beneficial owner's request.
• All income and capital gains derived from the shares held are attributed to the beneficial owner.