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Singapore Nominee Director Services

It is very important to appoint a competent person to act as your local director of your Singapore company. Our nominee director services with economical fees but guaranteed high quality of services is one of the best deal in the market. A wrong choice in the appointment may bring dire consequences to the company. To understand more, please refer to our write-up regarding “Appointing the right person as your Nominee Director“.

 

Package Fee for Singapore Nominee Director Service

Package Available Fee (SGD)
Nominee Director Services(We will also collect a refundable security deposit of $2,000 from you for the provision of our Nominee Director Service. The security deposit is refundable upon termination of our Nominee Director Service.) $2,000 (W/GST $2,140) per year **
Verification of .com.sg / .sg domain name through VerifiedID@SG by the nominee director * $200 (W/GST $214) per domain name *

* VerifiedID@SG requires all new .sg domain names registered from 2 May 2013 to undergo compulsory verification using SingPass. The verification is to be carried out by the administrative contact of a domain name to verify the identity and contact information of the registrant. Only Singapore citizens, PRs and foreigners working in Singapore could have been issued with a SingPass ID. Kindly be reminded that if you are using our nominee director services and would like to purchase a “.com.sg” or “.sg” domain name, you are required to purchase it through our affiliated service provider, IT Solution.

** Currently, we are running a promotion for our Singapore Nominee Director Service. The security deposit is reduced to only $2,000. We will offer you a lower security deposit at $2,000 only if the company is in good standing based on a detailed company search. We will perform the search free of charge. You, the principal, must satisfy our initial Know Your Customer (KYC) requirements.

Alternatively, we will charge a higher fee, increase the security deposit or some combination thereof to compensate for a medium risk profile or we will reject the engagement if the risk profile is high.

Note that a higher nominee director or security deposit fee may apply if your company falls under any of the following:
– The annual turnover of the company expected to exceed S$1 million. #
– The company has external debt more such as notes, bonds, certificates, mortgages, leases, banking facilities or any other agreements between a lender and the Company of more than S$1m. ##
– The company has hired local and foreigner staff in Singapore ###

# An additional security deposit of $10,000 is required. Besides, the Company will need to register for GST if the revenue is expected to be more than S$1 million.
## An additional security deposit of S$10,000 is required.
### Additional security deposit of $2,000 per staff (local or foreigner) and per family member (with dependent pass) is required.

We will not be able to act as your Company Nominee Director if you are a citizen or in connection with or born in any country which is listed under the US Sanctions list. View Sanctions Programs and Country Information for the list. Should you proceed to engage our services without disclosing to us that you are one such person, we will have to take appropriate action including but not limited to forfeiting the security deposit that you have with us, close down the company and any other necessary action that we deem appropriate as soon as we discovered that you are one such person.

 

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FAQ for Nominee Director Services

The Singapore Companies Act requires all Singapore private limited companies (PLCs) to have at least one individual director who is an ordinarily resident of Singapore.

Responsibilities are quite onerous for all directors, including the nominee director. The nominee director is required to pay for company liquidation charges in case the foreign client is no longer reachable. Our Nominee Director Service is provided by our reputable and trustworthy professionals. To safeguard the interests of the nominee director, we require that a security deposit be kept with us for as long as our Nominee Director Service is active.

Generally, an individual is accepted as ordinarily resident in Singapore if the individual:
(a) provides a local residential address;
(b) is a Singapore Citizen, Singapore Permanent Resident, EntrePass holder, EmploymentPass holder or Dependant’s Pass holder; and
(c) proves that he/she is long-staying (i.e. he/she can legally remain in Singapore for a long period).
Please note that the above conditions are non-exhaustive as other factors may be taken into consideration.

If you do not have a local Singapore resident director to meet the requirement of the Singapore Companies Act, you can still engage our Nominee Director Service. We will provide the local Nominee Director Service for your company, provided the followings conditions are met:

  • The service is offered for statutory compliance only. The nominee director will not be involved in any financial or operational matters or management of the company.
  • You must appoint one or more individuals (normally, company shareholders) to be the directors that are responsible for running the company operations. Our nominee director will not be involved in your business operation.
  • You must satisfy our initial and ongoing KYC requirements.
  • Execute our Nominee Director Indemnity Agreement.
  • You must subscribe to our annual secretarial service.
  • You must subscribe to our annual accounting service (i.e. compilation of financial statement).
  • You must subscribe to our annual tax filing service.
  • You must subscribe to our registered address service.
  • You must subscribe to our payroll service if hiring any staff in Singapore.
  • You must redirect the Company’s bank statement to our nominee director’s office for monthly review.
  • You are allowed to maintain one Singapore Bank Account only in the Company. For the second bank account opening, it is subject to our nominee director approval provided valid reason is given
  • Opening of foreign bank account in overseas is subjected to 3E approval if you are engaging our nominee director services

We will also require a refundable security deposit to provide you with the Nominee Director Service. The service can be terminated any time at your request. You, however, must appoint a new Singapore resident director to meet the statutory requirement.

FAQ for Nominee Director Services

Q1: Can a nominee director manage my company or sign documents?

A1: No, the nominee director cannot manage or involve in the operation of your company.

The nominee director will neither be a bank signatory to the corporate bank account nor play an active role in our Client’s business. The nominee director will merely be the named director of the company in order to fulfill local statutory requirements (e.g., appointment of a local resident director). Our Client is solely responsible for daily business activities and solely responsible for corporate bank account activity. 3E Accounting’s nominee director will not sign any invoice , contract or legal documents on behalf of our Client’s company.

Q2: Who will be liable if I do not comply with statutory compliance?

A2: Directors of the company are legally responsible and accountable for complying with the requirements of the Singapore Companies Act. Failure to comply with the statutory compliance requirements is an offense and may result in fines or prosecution.

Q3: If we dont have anybody in Singapore who can act as the local resident director for our company, do you provide the service of a nominee director? What role will he or she play in our company?

A3: Yes, we do provide our Nominee Director Service in Singapore. However, please note that our nominee director will not have any financial, management or operational interest in the company. The nominee directors main role is limited to satisfying the statutory requirement of a local resident director for your Singapore company.

Q4: Are the service fee and security deposit the same?

A4: The security deposit should not be confused with our service fee or any other fee. Its your money that is temporarily in our custody for the duration of our Nominee Director Service. We will refund the security deposit back to you immediately upon termination of our Nominee Director Service.

Q5: Why do you need a security deposit and other not?

A5: We understand that we have competitors who are not collecting security deposit, you should always be aware that they usually outsource their Nominee Director services. In the long run, there will be potential risk (e.g. Nominee Director stopped providing service and nowhere to be found). In 3E, we provide our own Nominee Directors to guarantee our customers safety. Besides, there are normally charging higher for their nominee director fee and other fee as well which collectively can be higher than the security deposit which we are collecting.We will need the security deposit as responsibilities are quite onerous for all directors, including the nominee director. The nominee director is required to pay for company liquidation charges in case the foreign client is no longer reachable. Our Nominee Director Service is provided by our reputable and trustworthy professionals. To safeguard the interests of the nominee director, we require that a security deposit be kept with us for as long as our Nominee Director Service is active.

Q6: Why do you need extra security deposit when my Company is GST registered or Hiring of Local and Foreigner Employees?

A6: We will need the extra security deposit as there are more responsibilities for the nominee director when the Company is GST registered or Hiring of Local and Foreigner Employees.GST-registered businesses are required to pay the GST one month after the end of the accounting period covered by the return. If the tax is not paid or is paid late, the penalties will be imposed.
Employers who do not pay, underpay or are late in contributing to their workers Central Provident Fund (CPF) accounts could face stiffer penalties, including being jailed.
Besides, Employers who do not submit tax clearance for their foreigner employee could face stiffer penalties, including being jailed. In addition, the employer shall bear and be liable for any costs associated with repatriation of the foreign employee.

Q7: Am I allowed to terminate the Nominee Director Service anytime?

A7: Yes, you can terminate our Nominee Director Service anytime by providing us with the details regarding an alternate local resident director. We will do the necessary paperwork, file the change with authorities and promptly refund the security deposit back to you.

Q8: Can I get power of attorney from the nominee director?

A8: A power of attorney is a legal document which gives the appointed person the right to represent the company and to act on its behalf. The document lists the terms of the appointment and may allow the attorney to act for the company without requiring the directors. In most cases, the executive director (foreigner) can represent the company and issue the power of attorney. In the event the nominee director is asked for issuance of power of attorney, We will require to understand the reason for doing so. The nominee director should not involve in your company operation and no power of attorney will be issued in general.

In the event of a power of attorney is issued, the directors still retain responsibility. Therefore, the nominee director will need to perform some checks before issuance of the power of attorney. Kindly provide the following information about the attorney for our checking purposes.
– Attorneys passport copy, proof of foreign residential address and national identity card copy, if any
– Attorneys contact telephone and email
– Attorneys personal bank reference letter / recent personal bank statement which is less than 2 months
– Attorneys reference letter from his/her existing employer
– The purpose of issuance of the power of attorney
– Why do you need the power of attorney from the nominee director and not from executive director of the company

We reserve the right to refuse if the proposed attorney does not meet our requirements.

Please be reminded that the nominee director will only give a special power of attorney (also called a limited power of attorney) if required by law. An extra charge from $8,000 (W/GST $8,560) will apply for reviewing of the power of attorney by our lawyer and additional due diligence check on the attorney.

Q9: Can the nominee director assist in license application?

A9: It is our Companys policy that our nominee director will not be involved in your business operation therefore if your business is required to apply for a licence, our nominee director will have to step down when you are ready to proceed with the licence application.For most licence application such as money changer licence, employment agency licence, food stall licence, IDA licence and many others, the Company must have an executive local director who is a Singaporean or a Singapore P.R. and the appointment of such director must have already been lodged with ACRA before the licence application.
Besides, most licence application documents will need to be signed and submitted by a local key executive personal/director therefore you will need to have such person (either Singapore Citizen, Singapore PR, or employment pass holder) to act for your company and apply for the licence.
Most businesses do not require licences or permits to operate but there are handfuls that do as they are regulated by the approving authorities such as those in food businesses, employment agencies, private schools, travel agencies, liquor distributors, moneylenders, banks, childcare centres, etc.
For more information, please see Business License Application.

Q10. Can the nominee director assist to open a corporate bank account and a merchant account?

A10: The nominee director will be able to assist with a corporate bank account opening once the company is incorporated but will not act as a bank signatory.

For companies with a sole foreign director with physical presence (please note that most banks would usually require physical presence by at least one director), we can assist free-of-charge if you open bank account(s) with OCBC bank. If you are arranging for bank account(s) to be opened at your own preferred bank by yourself, please be reminded to let us have a copy of the signed banks standard form containing the resolution to open the account(s) for our records. For opening of bank account(s) at your own preferred bank which require our nominee director/secretary to sign on the bank account opening forms, a directors resolution must be prepared to authorise the director/company secretary to sign on behalf of the Company and the bank documents are completed by the banker and signed in our office. Our fees for assisting in the preparation of the resolution and signing on the bank documents is from $100 (W/GST $107) depending on the bank.

If you require our nominee director/secretary to provide outgoing signing of documents at the bank branch, an extra charge from $250 (W/GST $267.50) will apply.

For opening of bank accounts for a company with 2 directors or more (excluding our nominee director), please arrange for a minimum of 2 directors to be present for the bank account opening as per banks requirement. In the event that only 1 of your directors is able to be present, you will have to arrange for another director to have his signature verified at an oversea branch of the bank. However, please note that not all bank will have such option of signature verification at their oversea branch and such verification at oversea branch will generally have a lower approval rate.

For a merchant bank account which let your business accept credit and debit card payments into your checking account, and receive funds directly through your website, our nominee director will not be able to assist with any account opening application. This is because it will normally require the nominee director to sign, declare and provide certain guarantee before the account can be opened. As our nominee director will not be in an appropriate position to sign, declare and provide guarantee on behalf of the company, the nominee director will not assist with such account opening.

However, your business can consider applying for other payment gateway account (such as paypal, etc) which can be done without any involvement by our nominee director. Our nominee director will not be able to assist with any such account opening including providing of any personal particulars, due diligence documents or signature on any related documents.