The Accounting & Corporate Regulatory Authority (ACRA) must be registered with all Singapore companies and comply with the Singapore Companies Act. The main conditions for a company’s registration in Singapore include:
- A minimum of one shareholder (individual or corporate entity)
- A minimum of one Resident Director
- Corporate Secretary
- Original paid-up share capital of at least S$1
- A physical address for a Singapore office
Appointing a Resident Director in Singapore
The director is the most critical of all stakeholders in a business since they are responsible for managing the company’s affairs and providing guidance. ACRA declares: “A director must make decisions critically, behave in the company’s best interest,
prevent conflicts of interest, and carry out his duties honestly and faithfully.”
Number of Directors required by a Singapore Company
Although one is the minimum number of managers necessary for Singapore company registration, the maximum number would generally be specified in the company’s constitution.
It is necessary to remember that if a company has only one director, the company’s primary shareholder can also be the sole director. But do remember that the same person can not serve as secretary of the business as well. Even a one-manager company would always have at least two company officers, a director, and a company secretary.
At least one resident director
As mentioned above, the Companies Act allows at least one company director to be a “ordinary resident” in Singapore. ACRA notes that being “ordinary resident” implies that the director’s usual residence is in Singapore.
The Authority notes that “A Singapore Citizen”, Singapore Permanent Resident, EntrePass holder or holder of an Employment Pass issued with such a pass to work in the company concerned and who has a local residential address can be admitted as a person who is ordinarily resident here.
Position of Nominee Director in a company in Singapore
A nominee director in Singapore is an entity named to represent another party or person’s interests. For example, a nominated director can be appointed by a major shareholder or a particular class of shareholders to sit aboard.
A nominee director has the same rights and responsibilities in Singapore as those imposed by the Companies Act and common law on a regular director.
By appointing one of our team members to serve as the nominated resident director for your Singapore business, we can help you meet this requirement on a short-term or annual basis.
Who Can become a Company Director in Singapore
The minimum age to be named as a company director in Singapore after March 1, 2009, is 18 years, with the person concerned being mentally and physically fit to perform the director’s duties.
Although there is no overall age limit for the public or a public corporation’s subsidiary to be the director of a private company, the age limit is set at 70 years, unless reappointed at the company’s annual general meeting.