Foreigners / Non-Locals as Directors

If your company has at least one director who is a resident of Singapore, it is permissible for foreigners or non-locals to serve as additional directors.

The duties and responsibilities of directors in Singapore companies entail several key aspects:

  1. Avoiding conflicts of interest: Directors must maintain a clear separation between their personal interests and those of the company. Any potential conflicts of interest must be declared, particularly concerning proposed company transactions.
  2. Acting in the company's best interests: Directors are obligated to act honestly and in good faith, prioritising the interests of the company above personal or third-party interests when making decisions.
  3. Exercising due care, skill, and diligence: Directors are expected to manage their company affairs with reasonable care, skill, and diligence, ensuring they fulfil their responsibilities effectively.
  4. Using powers for the proper purpose: Directors must refrain from abusing their authority or exploiting privileged information for personal gain. Instead, they should utilise their powers and knowledge for the benefit of the company.
  5. Meeting the requirements of the Companies Act: as a caretaker or guardian of the company, all directors also have a responsibility to meet the statutory requirements under the Companies Act.
    This includes:
    -having an AGM and filing annual returns
    -keeping statutory registers such as a directors’ register, a register of members, and a register of charges, reporting any changes to ACRA, and maintaining a local registered business address.