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Singapore Company Director FAQs

"Facts are cheap, information is plentiful - knowledge is precious" - Michael E. Angier

For incorporation of your Singapore Company, we have prepared a list of frequently asked questions by both foreign and local clients. You may also refer to ACRA, Singapore's Company Registry.

What is the age limit for Directors?

There is no statutory age limit for Directors of Singapore companies anymore. The age limit was repealed in the Companies (Amendment) Act 2014.

There are two (2) directors in the company, a foreign and a local (nominee) director. The foreign director cannot be contacted despite all attempts made to contact him. Is the local director still responsible for the company?

The law makes no distinction between a nominee director and what is commonly called a managing or executive director or a foreign director. Therefore, when one of the directors cannot be contacted, the other director (i.e. local/nominee) will still be responsible for fulfilling the statutory obligations/ compliance requirements of the company.

If the Director(s) of a company receives a summons to attend court for not filing the company's annual return by the required date, who can represent the Director(s) if he/she/they cannot be present for the mention?

If the Director(s) cannot attend court, the Company may engage a lawyer to make an application to the court in advance to dispense with his/her/their attendance.  A lawyer may represent the Director(s) in court, if so required by the Company.

Will a Warrant of Arrest be issued when the summons issued was not 'received' by the director, e.g. where a director was overseas at that time?

Yes, if there is proper service of the summons, e.g. by registered post, good service of the summons will be deemed. Summons are usually served to the directors by registered post.

I am a director of a Singapore Company employed for 1.5 months, i.e., less than 60 days in the year. Is my income exempt from income tax?

No. In Singapore, if you are employed for less than 60 days in a year, you will be considered a non-resident of Singapore.  Hence, there is no income tax payable on your Singapore income.

However, this rule does not apply to directors, public entertainer or professionals in Singapore. For example: Director’s fee paid  to a non-resident director is subject to income tax rate of 22%.

What are the restrictions for a director of a Singapore Company?

Under the Companies Act Cap. 50, a director must be a natural person (i.e., not a corporation or other legal entity) who has attained 18 years of age. He/she should not be disqualified from acting as a director in the past, for example: an undischarged bankrupt.

Every company must have 1 director who is locally resident in Singapore and is a Singapore citizen or Singapore Permanent Resident (PR) or an Employment Pass (EP) holder (sponsored by the same Singapore Company where he/she will be appointed as the director). However, if an EP holder wishes to take on the role of a director (for another company, which did not sponsor his/her EP), he/she must first obtain a Letter of Consent (LOC) from the Ministry of Manpower.

Are Corporate Directors permitted?

No. In Singapore, only individuals can be directors of a company.

What is the minimum number of Directors permitted?

The minimum number of directors in a company is 1. Every company must have at least 1 director who is locally resident in Singapore (i.e. Singaporean or PR or an employment pass holder for the Company that sponsored his EP)

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