Introduction
Incorporating a company in Singapore comes with clear legal requirements—one of which is appointing at least one local director.
For foreign entrepreneurs or businesses without a local partner, this often means turning to a nominee director service. But what exactly does this role entail, and how can you ensure compliance while protecting your business interests?
We curated everything you need to know about appointing a nominee director in Singapore—from roles and responsibilities to choosing a reliable provider like Beaufort.sg. Call it your Ultimate Info Guide on Nominee Director in Singapore
1. What is a Nominee Director?
A nominee director is an individual appointed by a Principal or Principals (often foreign owner/s of the Company) to fulfil the incorporation requirement in Singapore
While they appear on public records as a director, a nominee director typically does not have any operational or decision-making control unless otherwise agreed upon.
2. Why You Might Need a Nominee Director
Foreign individuals who do not reside in Singapore or foreign entities that want to incorporate in Singapore but do not reside here need a nominee director to comply with the Companies Act.
Common reasons include:
- The owner is a foreign individual who does not reside in Singapore
- The owner does not have any local partners
- The owner does not wish to involve their friends/family in Singapore
- The foreign entity does not have eligible staff to relocate and apply for a work pass in Singapore.
- The business is operated from overseas, and thus, no local hire is necessary
- It is only a temporary arrangement until a local hire is made
With a nominee director in place, you can meet the statutory requirement while maintaining full control through shareholding rights and private agreements.
3. Legal Responsibilities of a Nominee Director
While nominee directors are often passive, they still carry the same legal responsibilities as any company director under Singapore law, including:
- Acting in the best interest of the company
- Ensuring timely filing of returns
- Maintaining accurate financial records
- Avoiding wrongful trading and fraudulent activities
That’s why appointing a trusted and experienced nominee director is essential.
4. Risks & How to Mitigate Them
Appointing a nominee director comes with legal and reputational risks. A negligent or non-compliant nominee could result in penalties or even disqualification of your business.
Risk mitigation measures include:
- Nominee Director Agreements: Clarify that the nominee acts under instruction and has no operational authority.
- Indemnity Letters: Protect the nominee from liabilities caused by the actual shareholders or executives.
- Trusted Providers: Always appoint your nominee director through a reputable firm like Beaufort.SG, which has over a decade of experience and follows due diligence protocols.
5. Can a Nominee Director Also Be a Shareholder?
While legally possible, it’s generally not advisable unless there’s a special agreement. Most businesses prefer clear separation between shareholding and nominee directorship to retain control.
6 A. Requirements to Be a Nominee Director in Singapore
The nominee may be:
- A Singapore Citizen, Permanent Resident (PR), or holder of certain types of Singapore Work Pass
- At least 18 years old
- Not disqualified from holding a directorship under the Companies Act
- Not an undischarged bankrupt
Beaufort ensures every nominee director is compliant, qualified, and vetted thoroughly before appointment.
6 B. New ACRA Requirements for Nominee Directors (2024–2025)
In recent years, ACRA has introduced additional obligations for nominee directors and companies to bolster transparency and align with international standards.
1. Mandatory Disclosure by Nominee Directors
Nominee directors are now required to disclose their nominee status and provide particulars of their nominators to their respective companies:
- For companies incorporated on or after 31 March 2017: Disclosure must occur within 30 days after the date of incorporation or after becoming a nominee.
- For companies incorporated before 31 March 2017: Disclosure must occur within 60 days after 31 March 2017 or within 30 days of becoming a nominee.
- Directors must also inform companies when they cease to be nominees or if any nominator details change within 30 days.
2. Maintenance of Register of Nominee Directors
Companies are obligated to maintain a register containing particulars of the nominators:
- The register must be updated within 7 days of any change.
- The register must be produced upon request to ACRA or the relevant authorities.
3. Public Disclosure Requirements
With the commencement of the CLLPMA (Companies and Limited Liability Partnerships Miscellaneous Amendments):
- Companies must file all information from the nominee register with ACRA’s Central Register.
- ACRA will make the nominee status of directors publicly available in the business profile of the relevant companies.
- Complete information on the particulars of nominators in ACRA’s Central Register will only be accessible to law enforcement agencies.
How Beaufort Ensures Compliance
At Beaufort, we are committed to ensuring full compliance with ACRA’s regulations:
- Timely Disclosures: We ensure that all nominee directors disclose their status and the nominators’ particulars within the stipulated timelines.
- Accurate Record-Keeping: Our team maintains up-to-date registers of nominee directors, reflecting any changes promptly.
- Transparent Filings: We handle the necessary filings with ACRA to ensure that nominee statuses and nominators’ identities are appropriately disclosed and accessible as required.
By integrating these practices, we help safeguard your company against compliance risks and uphold the highest standards of corporate governance.
7. Why Choose Beaufort for Nominee Director Services?
With over 20 years of expertise, Beaufort.SG offers reliable and secure nominee director services that give foreign investors peace of mind.
Why clients trust us:
- Strict confidentiality
- No vested interest in their company
- Comprehensive legal agreements
- Fast and simple onboarding
- Combined services available (accounting, secretarial, payroll & more)
We partner with you to ensure your company remains fully compliant, secure, and professionally managed.
8. Common Misconceptions About Nominee Directors
Myth: A nominee director controls the business.
Fact: Unless otherwise authorized, a nominee has no involvement in operations.
Myth: It’s illegal to use a nominee.
Fact: Nominee directorship is fully legal when set up correctly and transparently.
9. How to Appoint a Nominee Director
With Beaufort, the process is smooth and secure:
- Consultation – We assess your company structure and needs
- Due Diligence – Our onboarding process is clear and straightforward
- Agreement Signing – Legal frameworks are set in place
- Appointment – The nominee is officially appointed in the ACRA records
- Ongoing Support – Our team monitors compliance and helps with statutory filings
10. Is a Nominee Director a Long-Term Solution?
Not always. Many businesses use a nominee director temporarily until a local hire is made or the business owner qualifies for a valid Work Pass in Singapore.
However, some companies continue with the use of nominee directorship as a long-term arrangement with proper legal protections in place.
Conclusion
Incorporating a business in Singapore is a strategic move for global entrepreneurs, thanks to its transparent legal system, tax-friendly policies, and reputation as a global financial hub.
However, for foreign business owners, dealing with the legal requirement of appointing a local resident director can be a hurdle. This is where nominee director services come into play.
A nominee director allows you to fulfil statutory compliance without giving up operational control or ownership. But this convenience must be approached with caution. Appointing the wrong nominee — someone who lacks integrity, accountability, or legal awareness — can expose your company to risks ranging from non-compliance penalties to reputational damage.
That’s why partnering with a reputable firm like Beaufort.SG is imperative.
At Beaufort, we’ve helped thousands of foreign businesses establish and operate confidently in Singapore since 2004. Our nominee director services are transparent, legally sound, and built on mutual trust.
We ensure all necessary agreements are in place to protect your interests, and we go beyond just “meeting the requirement” — we provide strategic support, local insights, and guidance as your business grows.
Whether you’re a startup founder expanding into Southeast Asia or an established company entering a new market, our team at Beaufort.sg is here to help you navigate your Singapore expansion with ease, compliance, and peace of mind.
🔗 Get in touch with Beaufort.SG today on WhatsApp for a personalized consultation.