Singapore resident director in 2022

Resident director of Singapore company

Since 2003, Healy Consultants Group PLC assists multi-national Clients with Singaporean company registration including professional passive nominee resident director services.

Under the Singapore Companies Act of 1963, every Singaporean company must appoint a director who is resident in Singapore. The resident director can be a i) Singaporean citizen or ii) a Singaporean Permanent Resident or iii) a foreigner holding a valid residency permit sponsored by our Client.

To act as nominee, passive resident director in Singapore, our average annual professional fee starts at US$3,900. We created this web page to help your Firm understand our role and responsibilities.

  • Annual responsibilities of the nominee, passive resident director

    The benefits of nominee professional, passive resident director supplied by Healy Consultants Group PLC include:

    1. On behalf of our Client and with their permission, the resident director can communicate with the Singaporean Government including ACRA and IRAS. In all emails to the Government, we will copy our Client;
    2. To help register a Singaporean entity with our Client’s cooperation;
    3. To help secure work and residence visas for new company employees;
    4. On behalf of our Client, we can communicate with Singaporean banks on administrative matters only. In all emails to Singaporean banks, we will copy our Client. The nominee, passive resident director will never be a bank signatory to the multi-currency corporate bank account and will only liaise with the banks following a written request from our Client;
    5. If required, the nominee, passive resident director will sign the annual financial statements of the Singaporean entity and executed in a timely manner;
    6. To communicate with Singaporean independent auditors. This helps with our supervision of the independent statutory annual audit (if required);
    7. To remind our Clients of statutory Government deadlines;
  • How is our Client protected?

    1. The Singapore nominee, passive resident director will neither be a bank signatory nor play an active role in the business; and
    2. Our Client and Healy Consultants Group PLC will sign an engagement letter outlining the terms and conditions of the appointment; and
    3. You can communicate with existing multi-national Clients for a professional reference; and
    4. Healy Consultants Group PLC in-house Legal and Compliance Department will supply our Client with detailed due diligence about the Singapore resident director including i) passport copy and ii) proof of address and iii) resume and iv) educational qualifications; and
    5. For every industry sector, our Firm supplies nominee passive resident director services to thousands of multi-national Clients from every country on the planet. It is not in our company’s best interests to act in an unprofessional manner.
  • The risk to the Singaporean resident director

    1. Acting as a resident director for our multi-national Clients’ companies, exposes Healy Consultants Group PLC to financial, litigation, and reputational risk. For example:
      • If a Singaporean company fails to timely accurately and completely file its annual return, the resident director is liable to pay the corresponding penalties and attend to court summons on behalf of our Clients’ company. Refer to the below PDF file to view an example of such a letter, recently received by Aidan Healy;
        Sample court summons
      • The resident director is answerable to the IRAS in case of unpaid taxes or inaccurate tax reporting by our Clients’ companies. The tax liabilities of one director of a Singaporean LLC are also transferred to the other directors in case their taxes are unpaid. Refer to the below PDF file to view an example of such a letter, recently received by Aidan Healy;
        Sample summons from IRAS
      • Any breach of law by our Clients’ companies can result in disqualification of our nominees as company secretary or director;
      • If a Client company is in violation of the AML-CFT laws, its officers are liable to pay a fine of up to S$250,000 and the company is liable to pay a fine of up to S$1 million;
    2. Because of the above and before Healy Consultants Group PLC agrees to be the resident director of multi-national Clients’ companies, it is important all parties agree to the following:
      1. Our Client supplies us detailed accurate and complete Know Your Customer due diligence documents; and
      2. Aidan Healy will be the company secretary of the entity; and
      3. Our in-house Accounting and Tax Department will be responsible for timely accurately and completely discharging the annual Singaporean legal, accounting and tax obligations of the company.
  • Resident director fees

    1. The vast majority of Healy Consultants Group PLC multi-national Clients’ are low-risk bona fide business people, engaging in standard international business. For these quality Clients, our annual fee is US$3,900 per annum to act as the nominee passive resident director of their Singaporean entity;
    2. Occasionally, Healy Consultants Group PLC engages a multi-national Client i) from a medium or high risk country or ii) engaging in a risky business such as crypto-currency. In these circumstances, Healy Consultants Group PLC seeks permission from the Singaporean Government to represent these multi-national Clients’. Because of the increased compliance risk, our annual resident director fees are higher, as outlined in the table below;
    3. To help multi-national Clients’ budget their annual nominee passive resident director fees, our Firm prepared the table below:
      Type of Client Business activity Annual fee For example
      Low risk Client Standard US$ 3,900 The majority of multi-national Clients' with Healy Consultants Group PLC
      Unusual US$ 4,900 A Client from a low risk G20 country but with an unusual business activity
      Financial services US$ 7,900 A USA or UK Client engaged in asset management or crypto trading (excluding proprietary funds)
      Medium risk Clients Standard US$ 4,900 A Venezuelan Client trading computer equipment
      Unusual US$ 5,900 A Papua New Guinea Client trading oil and other commodities
      Financial services US$ 9,900 A Client supplying services through an investment fund

    4. If a Client breaches Singaporean laws, our annual nominee passive resident director fees increase. For example and for multiple consecutive years, a Client fails to supply outstanding accounting and tax information to the Government. Consequently, there are ACRA and IRAS fines and penalties and court summons. In this case, the annual resident director fee will increase.
  • Other considerations

    1. Our nominee director will not be bank signatory nor sign contracts on behalf of our Client;
    2. Should our Client require our nominee professional, passive resident director to sign documents, an additional fee may apply;
    3. If our multi-national Clients no longer need our nominee professional, passive resident director, fees paid will be refunded pro-rata.
  • Related videos / podcasts

Conclusion

Through the contact details below, communicate with Healy Consultants Group PLC to appoint a professional passive nominee resident director for your Singaporean entity.

Contact us

For additional information on our resident director services in Singapore, please contact our in-house country expert, Mr. Simon Guidecoq, directly:
client relationship officer - Simon
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