Nominee Director Singapore: Everything You Need to Know

Nominee Director Singapore: What It Is and Why It Matters

Incorporating a company in Singapore offers tremendous benefits — strategic location, strong legal infrastructure, low corporate tax rates, and global business connectivity. However, one common hurdle foreign entrepreneurs face is meeting the requirement of having a locally resident director. This is where a Nominee Director becomes essential.

Whether you're an overseas investor, a startup founder, or a multinational expanding into Singapore, understanding the role of a nominee director can help ensure your business remains compliant and operational from day one.

What Is a Nominee Director in Singapore?

A nominee director is a local resident appointed to fulfill Singapore’s legal requirement that all companies must have at least one director who is ordinarily resident in Singapore. “Ordinarily resident” includes Singapore citizens, permanent residents, or individuals holding valid work passes such as an Employment Pass (EP), EntrePass, or Dependant Pass with a Letter of Consent.

The nominee director is not involved in the actual management or decision-making of the company. Their role is largely formal, serving to meet regulatory requirements. However, the position carries legal responsibilities under the Singapore Companies Act, and nominee directors are still expected to act in the company’s best interest and comply with all statutory obligations.

Why Companies Use Nominee Director Services

Foreign entrepreneurs and businesses often face logistical or legal barriers to immediately appointing a resident director. They may not yet have obtained a relevant pass, or they may wish to manage the company from abroad. In such cases, using a nominee director allows the company to be incorporated and operational while maintaining full compliance with Singapore’s legal framework.

Nominee director services are especially common for:

• Foreign-owned companies without a local representative

• Startups awaiting employment pass or entrepass approvals

• Holding companies or SPVs (special purpose vehicles) with no operational presence

• Businesses seeking to enter the Singapore market before relocating staff

How a Nominee Director Can Help My Business

A nominee director does more than just satisfy a legal checkbox. For foreign entrepreneurs or investors, a trusted nominee director can significantly smooth the setup and growth process in Singapore.

By acting as the local legal face of the company, the nominee director enables immediate incorporation, opening of corporate bank accounts, and access to government services. This can be a game-changer, especially for companies working with tight timelines or needing to show local presence in tenders or contracts.

Additionally, having a professional nominee director from a reputable firm offers peace of mind that your business will remain compliant with ACRA (Accounting and Corporate Regulatory Authority) and IRAS (Inland Revenue Authority of Singapore) filing requirements. This frees up your time to focus on strategic operations, market entry, and growth — without worrying about missed deadlines or regulatory breaches.

Is a Nominee Director Legal in Singapore?

Yes, appointing a nominee director is fully legal and recognized under Singapore's Companies Act. However, the arrangement of having a resident director must be transparent, documented, and not used to hide illegal activities or evade regulatory responsibilities. There are also necessary steps that a nominee director service provider has to undertake to ensure compliance with Singapore law and other legal requirements.

It’s crucial to understand that although nominee directors may not be involved in day-to-day operations, they remain legally responsible for ensuring the company complies with local laws. Therefore, reputable nominee director services will conduct due diligence on the business owner and require signed agreements, often backed by indemnities, to safeguard both parties.

Risks of Using an Untrustworthy Nominee Director

Choosing the wrong nominee director can expose your business to serious risks. If the nominee is unqualified, unresponsive, or acts against your interests, you could face:

• Regulatory penalties due to non-compliance

• Difficulty accessing bank services

• Delays in company filings or renewals

• Legal disputes or personal liability

That’s why it’s essential to engage with a professional firm offering legitimate, contract-backed nominee director services — not freelance agents or unregistered providers.

What to Expect from a Professional Nominee Director Service

A reputable nominee director service will continuously operate with legal clarity and client protection in mind. Here’s what you should expect when engaging such a service:

You will sign a Nominee Director Service Agreement that defines the scope of the nominee’s role, limitations of authority, and responsibilities. Most agreements explicitly state that the nominee will not participate in business decisions, bank transactions, or operational matters.

Additionally, a good service provider will require proper KYC (Know Your Client) documentation and a copy of your business plan or intended activities. This ensures regulatory compliance and demonstrates transparency to banks and authorities.

While the nominee acts as a formal director on ACRA records, your actual control over the business is preserved through customized legal structures, such as powers of attorney, shareholder agreements, and corporate resolutions. Most Singapore nominee director services or nominee arrangements by corporate services providers will require clients to maintain a security deposit. Such is to provide a level of insurance against legal liability that a nominee director faces.

Why Choose Our Nominee Director Service in Singapore

At OakTree Accounting & Corporate Solutions, we offer more than just a name on paper — we provide secure, professional, and legally sound nominee director services trusted by startups, SMEs, and global enterprises. We fully understand the challenge that arises due to unfamiliarity with the regulations and corporate governance of a foreign country. As a multi-solution Corporate service provider, our incorporation package thoughtfully includes incorporation services, Corporate secretary services, Singapore nominee director services, local address, and all other compliance support for business registration.

We understand that the key reason for appointing a nominee director is to fulfill the resident director requirement. However, it is vital to regard the many different challenges that are involved when foreign national shareholders set up a Singapore-incorporated company. This is where a corporate services firm like us can assist.

• A virtual office address, or a registered local address, is useful for companies that do not need a physical office or are temporarily relocating to one before incorporating a new firm.

• Corporate secretarial services include maintaining corporate records, such as board resolutions, notice of board meetings, and the company's constitution (Memorandum and Articles of Association), and incorporation certificates are among the key responsibilities that a good corporate service provider will oversee.

• Accounting services - We provide comprehensive accounting Services, including tax package preparation and submission. As a trusted corporate service provider, we work closely with the acting board of directors (who may be overseas) to ensure that the legal and regulatory framework is well complied with.  

• HR Services - We understand that, as foreign investors, there may be staffing needs. With unfamiliarity of the Singapore market, our HR director can assist you navigate the legal and regulatory framework set out by the Ministry of Manpower (MOM) when it comes to legal implications of recruitment, application of work visa or work passes (an essential step for employment pass holder), Central Provident Fund (CPF) Compliance and other HR-related requirements.  

  
  

Our services are also cost-effective and scalable, often bundled with company incorporation, registered address, and corporate secretarial services to give you an all-in-one solution. Whether you're setting up a new venture or expanding your existing operations into Singapore, our team will guide you from start to finish.

Frequently Asked Questions (FAQs) - Nominee Director Services in Singapore

Q1: Can the nominee director access my company’s bank account?

No. Our nominee director services explicitly exclude involvement in banking or financial operations. This is usually stated in the service agreement. Business owners retain full control of their company’s bank account.

Q2: How long do I need to keep a nominee director?

You can retain the nominee for as long as you need. Once you appoint a resident director (e.g., after obtaining your work pass), we can facilitate the smooth resignation of the nominee director.

Q3: Will I still own my company if I appoint a nominee director?

Yes. Ownership and directorship are separate. As a shareholder, you retain full ownership of the company even when a nominee director is appointed. Shareholders are beneficial owners of the company, while directors are employees employed to manage the company.

Q4: Is there a minimum or maximum term for engaging a nominee director?

There’s no statutory limit. However, nominee director services are usually contracted on an annual basis and renewed based on business needs.

Conclusion: Let Us Help You Stay Compliant and Confident

A nominee director can be the key to unlocking a fast, compliant company setup in Singapore. But the quality of your nominee director service matters — and that’s where we come in.

At OakTree Accounting & Corporate Solutions, we don’t just help you meet regulatory requirements — we become your trusted partner in navigating the Singapore business landscape. With transparency, professionalism, and a compliance-first approach, we ensure your business is in safe hands from day one.

Contact us now for a free consultation. Let us help you register your company, appoint a secure nominee director, and handle all compliance needs — seamlessly and professionally.

DISCLAIMER: The views and opinions expressed in this article are those of the author and do not necessarily represent the views and opinions of any individuals or organizations with which the author may be affiliated, either in a professional or personal capacity, unless explicitly stated.