When You Need a Nominee Secretary or Resident Director: Useful Options for Foreign Owners

Singapore is known around the world as a great place to do business, which brings in thousands of foreign business owners each year [1]. However, the rules for starting a business in Singapore are different for foreign founders: every company in Singapore must have at least one director who lives in Singapore and is qualified to be a company secretary [2].

Nominee services are a good option for foreign business owners who don’t have a local presence yet. But how do they work? What are the dangers? And when should you think about this choice? [3]

This guide tells you everything you need to know about nominee directors and company secretaries in Singapore, including the laws that apply and the steps you can take to protect your business.

What Every Foreign Owner Needs to Know About the Law

Before looking into nominee services, you should know what the law says [2], [4]:

Requirement for a Resident Director

The Singapore Companies Act says that every company must have at least one director who lives in Singapore most of the time. What this means is:

  • A person who is a citizen of Singapore, a permanent resident, or
  • An Employment Pass holder who lives in the area (with permission), or
  • A person with an EntrePass

The resident director has the same legal duties and responsibilities as any other director, including the duty to act in the best interests of the company [5].

Need for a Company Secretary

Within six months of starting a business in Singapore, every company must hire a company secretary. The secretary has to be [2]:

  • A real person, not a business
  • Usually lives in Singapore
  • Having the right skills and knowledge to do their jobs

The company secretary is an officer of the company, but they don’t run the day-to-day operations like directors do. Their job is mostly to make sure that everything is in order, file paperwork, and keep official records [4].

What are services for nominees?

  • Nominee Director: A person who works as a resident director for the company’s beneficial owners. The nominee is only the director in name; the foreign owner is in charge of running the business [3].
  • Nominee Secretary: A qualified professional who takes care of legal requirements, annual filings, and other corporate secretarial duties.

Most of the time, these services are offered by [6]:

  • Companies that provide services to other businesses (like PC Lee & Co)
  • Firms that do accounting
  • Law firms
  • Companies that offer specialist nominee services

When Should You Use Nominee Services?

Not every business needs nominee solutions. They are best when [1], [3]:

  1. You’re moving in before you move out: A lot of foreign business owners set up their Singapore companies while they are still in their home countries. They then move to Singapore once their business visa is approved. A nominee director fills the gap until you can become a resident director yourself.
  2. You don’t meet the requirements to be a resident: You can’t be a resident director if you don’t have a Singaporean passport, PR, or pass. The only way to incorporate is through nominee services.
  3. You Want to Be Alone: Some business owners don’t want their personal information to be easy to find on ACRA’s registers. The information about a nominee director is public, but your ownership is not [7].
  4. You Need to Know About Compliance: A nominee secretary has professional knowledge that makes sure your business never misses a filing deadline or compliance requirement.
  5. You’re Trying Out the Market: Nominee services are a low-risk way for businesses to get into Singapore without having to move there completely.

What You Need to Think About: The Risks

There are risks that come with nominee services. If you understand them, you can make a good choice [3], [5]:

  1. Access and Control: Your nominee director is legally a director and has to do certain things. Service agreements limit their participation, but they can still technically see company decisions.
  2. People who can sign checks for the bank: Most banks want account signers to be resident directors. This means that your nominee might be able to sign things, which is a big deal [8].
  3. Problems with Ending: If you don’t get along with the nominee provider, you need their help or a court order to remove a director. Deadlock is avoided by good contracts.
  4. Risk of Liability: Even if they aren’t involved in management, nominee directors are still personally responsible for breaking their duties as directors [5]. Reputable providers have insurance, but there is still a risk.
  5. Price: Nominee services that are of high quality cost more than basic compliance. Cheap providers might take shortcuts, which puts you at more risk [6].

Safeguards: Keeping Your Business Safe

When you hire nominee services, make sure to do these things to protect yourself [3], [6]:

  • Pick a Provider That Is Regulated: Hire licensed professionals, like accounting firms, law firms, or corporate service providers that ACRA oversees [2]. Don’t hire people who aren’t regulated to provide nominee services on their own.
  • Ask for the right contracts: Your service agreement should make it clear that the nominee’s job is limited (non-executive, not participating), you have the power to make all decisions, the nominee will step down if you ask them to (as long as they get clearance), costs, terms for ending the contract, ways to settle disputes, and indemnity clauses that protect both sides.
  • Use Pre-Clearance or Escrow for Bank Signatures: Some providers offer “signature-only” deals in which the nominee only signs what you tell them to. Some need two signatures. Make this clear from the start.
  • Keep Your Own Records: Keep copies of all contracts, resolutions, and bank documents. You should never rely only on the nominee provider for your records.
  • Do your KYC carefully: Good companies will do thorough Know Your Customer (KYC) checks on you. This is normal and keeps both sides safe. Get ready with copies of certified passports, proof of where you live, references from banks, and source of funds and business background.

The Process of Engaging a Nominee

When you use nominee services, this is what usually happens [3], [6]:

  1. Consultation: You go to a company like PC Lee & Co.
  2. Due Diligence: We do KYC due diligence on you and your company.
  3. Agreement: You get a service agreement that explains the terms, fees, and limits.
  4. Incorporation: After you sign, we set up your company with the chosen director as the nominee.
  5. Onboarding: You get corporate papers, letters introducing you to banks, and access to our company secretary portal.
  6. Maintenance: We take care of ongoing compliance, like filing taxes every year and getting ready for the annual general meeting.
  7. Transition: When you’re ready (your visa is approved and you have your permanent residency), we help the director resign and appoint you as the new resident director.

How much nominee services cost in Singapore

Prices depend on the provider’s reputation and the range of services offered [6]:

ServiceCost per Year
Nominee Director only$1,800 to $3,600
Nominee Secretary$600 to $1,200
Package and incorporation together$2,500 to $4,800
Services for bank signatoriesExtra fees

Warning: Very low fees could mean that there aren’t enough protections in place. Quality providers put money into insurance, compliance, and professional oversight.

Company Secretary: More Than Just a Compliance Job

Your company secretary takes care of important tasks [4], [9]:

  • Keeping up with the legal registers (members, directors, charges)
  • Filing and preparing Annual Returns with ACRA
  • Setting up meetings for shareholders and board members
  • Making minutes and decisions for meetings
  • Letting ACRA know about changes (directors, registered address, share capital)
  • Making sure that the Companies Act rules are followed

Company secretaries are expected to be more involved in compliance than nominee directors. They are the first thing you can do to protect yourself from breaking the law [9].

When You Should Not Use Nominee Services

If you need a nominee solution, it’s not right for you if [3], [5]:

  • You don’t want to lose control: You should look into other options, like setting up a branch office, if you can’t accept someone else being the legal director.
  • Your business has a lot of risky activities: Some providers won’t accept nominee roles in certain fields, like gambling, cryptocurrency, or arms dealing.
  • You have compliance problems in your home country: Reputable providers do KYC, but past problems may make them less willing to work with you.
  • Your budget is very tight: Good nominee services cost money, and when budgets are tight, compromises have to be made that increase risk.

Other Options for Nominee Directors

Before you sign up for nominee services, think about [1], [10]:

  • Employment Pass: If you qualify for an Employment Pass, you can be your own resident director. It takes 4 to 8 weeks to finish the process.
  • Dependent Pass: If you have a dependent pass, your spouse may be able to become a resident director after getting a Letter of Consent.
  • Local Partner: Look for a business partner in Singapore who can be the resident director, but make sure that your interests are aligned and that you have the right shareholder agreements.

Why Professional Nominee Services Are Important

Working with a reliable company like PC Lee & Co gives you [6], [11]:

  • Regulatory compliance: We make sure that all filings are correct and on time.
  • Risk management: Having the right contracts, insurance, and safety measures in place.
  • Continuity: Your business won’t have any problems if it grows or changes.
  • Banking help: Letters of introduction and help with opening an account.
  • Clear exit path: Easy move when you’re ready to take over.

Are you ready to set up your Singapore business?

You shouldn’t let figuring out residency requirements get in the way of your business plans in Singapore [1]. You can incorporate today and switch to full local control when you’re ready with the right nominee support.

PC Lee & Co specializes in helping foreign owners set up companies, including setting up compliant nominee directors and secretaries. Our team makes sure your business gets off to a good start by putting in place the right protections, writing clear contracts, and giving you ongoing professional help [11].

Get in touch with us today to talk about your situation. We’ll help you pick the best path for your Singapore business by explaining your options, answering your questions, and more.

๐Ÿ“ž Call us at  6737 3710 

โœ‰๏ธ Email: enquiries@pc-lee.com 

๐Ÿ“ Visit: 545 Orchard Road, #10-06 Far East Shopping Centre, Singapore 238882


References

[1] Economic Development Board (EDB), Singapore. (2025).Setting Up a Business in Singapore โ€“ A Guide for Foreign Investors.

[2] Accounting and Corporate Regulatory Authority (ACRA), Singapore. (2025).Companies Act (Chapter 50) โ€“ Director and Secretary Requirements.

[3] Singapore Academy of Law. (2024).Nominee Directors: Legal Obligations and Best Practices.

[4] ACRA. (2025).Guidance on the Appointment and Duties of a Company Secretary.

[5] Singapore Institute of Directors (SID). (2024).Director’s Duties and Responsibilities Handbook.

[6] Association of Corporate Service Providers (ACSP), Singapore. (2025).Code of Practice for Nominee Service Providers.ย 

[7] ACRA. (2025).Register of Registrable Controllers โ€“ Guidance for Companies.

[8] Association of Banks in Singapore (ABS). (2025).Guidelines for Corporate Account Opening and Signatory Authority.

[9] ACRA. (2024).Corporate Secretarial Compliance โ€“ A Guide for Companies.

[10] Ministry of Manpower (MOM), Singapore. (2025).Employment Pass and EntrePass Eligibility Criteria.[11] PC Lee & Co. (2025).Nominee Director and Corporate Secretarial Services.