Singapore Company Directors & Shareholders Requirements

Every Singapore company must have at least one director who is a natural person and meets residency requirements.

• Minimum 1 director required (no maximum limit)
• At least 1 director must be ordinarily resident in Singapore
• Resident = Singapore citizen, PR, or valid work pass holder
• Must be at least 18 years old
• Must not be disqualified (e.g., undischarged bankrupt)
• Corporate directors not allowed

If you don't have a resident in Singapore, you have several options to fulfill this requirement:

• Relocate to Singapore on EntrePass, EP, or other work pass
• Hire a local director with relevant industry experience
• Engage a nominee director service
• Partner with a Singapore-based co-founder
• Note: Nominee arrangements must be disclosed to ACRA from June 2025

Directors have legal duties and responsibilities under Singapore's Companies Act:

• Act honestly and in good faith in company's best interests
• Exercise reasonable care, skill, and diligence
• Avoid conflicts of interest
• Not misuse company information or opportunities
• Keep proper accounting records
• Ensure annual filings are submitted on time

Singapore offers maximum flexibility for shareholder arrangements:

• Minimum 1 shareholder required
• Maximum 50 shareholders for private limited company
• 100% foreign ownership permitted
• Shareholders can be individuals or corporate entities
• A person can be both director and shareholder
• No restrictions on nationality of shareholders

Singapore has minimal share capital requirements, making it accessible for startups:

• Minimum paid-up capital: SGD 1
• No maximum limit on share capital
• No requirement to fully pay up shares at incorporation
• Different share classes allowed (ordinary, preference, etc.)
• Share capital can be increased at any time

A company secretary is mandatory and plays an important compliance role:

• Must be appointed within 6 months of incorporation
• Must be a natural person residing in Singapore
• Cannot be the same person as sole director
• Responsible for statutory compliance and records
• Ensures proper filing of returns and notices

Any changes to directors or shareholders must be reported to ACRA:

• Director appointments: Notify within 14 days
• Director resignations: Notify within 14 days
• Share transfers: Update within 14 days
• Changes filed through BizFile+ portal
• Some changes may require member resolutions