Singapore Company Incorporation with Paul Hype Page
Company Registration at Paul Hype Page Singapore

Certain company owners and nominee directors of a Singapore company might be interested in finding out if a nominee director may serve as the regular director of a company based in Singapore. We will look at the following areas:

The role of director is an extremely important one in every company based in Singapore. According to the Companies Act, every company which has been registered in Singapore is to appoint at least one director who has the status of ordinarily being a resident in the country. However, it might not always be easy or even possible for all company owners based in Singapore to be able to find a suitable person to be appointed to the position of director. Therefore, many business owners in Singapore choose to use the services of a nominee director. A nominee director is defined as a person who is appointed to a company’s board of directors to represent the interests of the entity which was behind the appointment of such a person.

Among the services which we at Paul Hype Page & Co provide is that of supplying companies with nominee directors. All which is necessary for you to gain access to our nominee director services is the payment of a fee which is reasonable and affordable. Once you have paid the fee, we will select a qualified and competent person to serve as the nominee director of your company, thus fulfilling the legal requirement which states that every company based in Singapore is required to have a director; a nominee director is indeed permitted to be used for this purpose.

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How Nominee Directors Differ from Regular Directors

There are several differences between a nominee director and a regular director. One of these lies in the fact that the position of a nominee director within a company is limited because a nominee director is only the company’s director in name and not one of the actual directors of the company. Conversely, regular directors’ positions within a company are not limited; they have access to the full range of rights and privileges typically granted to company directors in Singapore. Another difference between nominee directors and regular directors relates to the ability of foreigners to take such a position. The main reason why companies in Singapore use the services of nominee directors is to be compliant with the requirement for every company in the country to have a minimum of one local director. This is the reason why a nominee director may not be a foreigner. This fact stands in contrast to the status of regular directors, who may either be locals or foreigners.

Responsibilities of the Nominee Director of a Singapore Company

In Singapore, a nominee director must complete the same obligations and responsibilities as those which are required of a regular director. These obligations and responsibilities are specified in the Companies Act as well as several others among Singapore’s company laws. All directors of Singapore companies, including nominee directors, have several fiduciary duties towards their company. They are responsible for the statutory books and filings of the company in question. They are also to manage all of the company’s accounting records and annual accounts. Directors of Singapore companies are also tasked with overseeing shareholders’ and directors’ meetings. Their presence and participation during annual general meetings (AGMs) and extraordinary general meetings (EGMs) is also important because by attending and participating in such meetings, they will gain a greater level of understanding about the most appropriate course of action to be taken as it pertains to the business activities of the company. It is at the AGM that important decisions like appointing of directors or dismissal of a director are done. Also, shareholders get to present their queries about the company’s health with regard to the financial statements presented.

Most of the powers of a Singapore company are vested in the board of directors. The members of the board of directors have the final say over the company’s affairs. They are answerable to the shareholders of the company. Since a nominee director is a member of a Singapore company’s board of directors, the preceding facts also apply to nominee directors. It is at the AGM that important decisions like appointing of directors or dismissal of a director are done. Also, shareholders get to present their queries about the company’s health with regard to the financial statements presented.

The condition under which a company exempted from holding AGMs

As a company’s nominee or regular director, you are exempted from holding AGMs if you send your financial statements to stakeholders within 5 months from the company’s Financial Year End (FYE). However if a stakeholder request an AGM to be held even if they have been given the financial statement, the company will still have to hold AGMs for their sake provided the stakeholder presents the notice 14 days before six months elapses as from the FYE date. within

Summary

Due to the obvious differences between nominee directors and regular directors, it can thus be concluded that even though both a nominee director and regular director have some common obligations in Singapore, a nominee director of a Singapore company may not serve as a regular director of the same company at the same time because the two roles are inherently different.

Can a Nominee Director also Serve as a Regular Director of a Singapore company? FAQs

Can a company do without a nominee director?2020-11-27T12:02:03+08:00

Yes, if there is one qualified director who is a resident of Singapore. 

When is a company’s Financial Year End (FYE)?2020-11-27T12:01:47+08:00