Quick answer
Every Singapore company must have at least one director ordinarily resident in Singapore. Foreign-owned companies without a resident director commonly appoint a nominee director under a written agreement that limits the role to compliance. Nominee arrangements do not hide ownership: the company's registrable controllers — individuals with more than 25% interest or significant control — must still be recorded in its Register of Registrable Controllers and filed with ACRA.
Last reviewed: · Reviewed by:ONEKEY BIZ compliance team
01
Overview
A Singapore company cannot be incorporated or kept compliant without at least one director ordinarily resident in Singapore. For foreign founders who live overseas and do not yet hold a Singapore Employment Pass, that requirement is usually met by a nominee director.
The nominee's role is defined by agreement: statutory compliance and presence on the register, not running the business. The agreement sets out the limits, indemnities and how the nominee resigns once the company appoints its own resident director. Where a nominee shareholder is also used, a declaration of trust records who the real owner is.
Transparency rules still apply. The individuals who ultimately own or control the company — more than 25% of shares or voting rights, or significant control — are registrable controllers and must be recorded in the company's Register of Registrable Controllers and lodged with ACRA. We keep both sides correct.
Who needs this
- Foreign founders without Singapore residence
- Groups whose Singapore entity is managed from overseas
- Companies whose resident director is leaving
02
Documents you need to prepare
Owners
- Passport and proof of address
- Source of funds and business background for due diligence
Company
- Business profile and intended activities
- Shareholding and controller details
- The nominee director does not take part in management or banking unless agreed in writing.
- Registrable controllers are always recorded — nominee arrangements do not conceal ownership.
03
How to get it done with ONEKEY BIZ
- 1Due diligence Week 1
Owners and activities verified.
- 2Agreement Week 1
Nominee agreement, indemnity and trust documents prepared.
- 3Appointment Week 1–2
Nominee director appointed; ACRA updated.
- 4Controllers Within 2 business days of update
RORC updated and filed with ACRA.
- 5Annual review Yearly
Arrangement reviewed each year.
You do
- Complete due diligence
- Sign the agreement
We do
- Provide a Singapore-resident nominee director
- Prepare agreements and trust documents
- Keep ACRA and the RORC updated
04
What you receive
Scope, term, fees and safeguards.
Resident director on the company's profile.
Real controllers recorded and filed.
Official sources
Frequently asked questions
Does the nominee control our bank account?
Not unless you agree in writing.
Will our ownership be disclosed?
Registrable controllers are recorded with ACRA as the law requires.
What happens when we get our own resident director?
Your director is appointed first, then the nominee resigns.