Registering a Singapore Company as a Foreigner (2026): Resident Director, Remote Incorporation and CSP Act Checks

Short answer: A foreigner can own 100% of a Singapore private limited company, but the company must have at least one director who is ordinarily resident in Singapore. Most overseas founders either relocate on an EntrePass or Employment Pass, or appoint a nominee resident director, and must incorporate through a registered corporate service provider that completes identity and due diligence checks first.

Raffles Corporate Services works with a panel of experienced Singapore law firms who offer cost-effective and efficient legal service and advice. This article is general information only and is not legal advice.

Can a foreigner register a company in Singapore?

Yes. There is no general nationality restriction on who may own shares in a Singapore private limited company, and a foreign individual or foreign company can hold 100% of the shares. What the law controls is who sits on the board and who files with ACRA.

Two practical rules shape every foreign incorporation. First, the company needs a locally resident director. Second, ACRA’s guidance states that foreigners must engage a registered corporate service provider to reserve a name and register a business. In practice this is because filing on Bizfile needs Singpass, and overseas founders without a Singapore pass do not have one.

The other incorporation requirements are the same as for local founders: an approved company name, at least one shareholder (a private company can have up to 50), a Singapore registered office that is open to the public for at least three hours on each business day, a constitution and a company secretary.

Who counts as a resident director under section 145?

Section 145 of the Companies Act 1967 requires at least one director who is ordinarily resident in Singapore. ACRA treats Singapore citizens, Singapore permanent residents and holders of certain passes as meeting this requirement.

ACRA lists valid holders of an Employment Pass, Personalised Employment Pass or Overseas Networks & Expertise Pass as meeting local residency rules. The EntrePass is designed for founders who will run their own company from Singapore. Some passes carry conditions:

• An Employment Pass holder who wants to be a director of a company other than their employer must first obtain a Letter of Consent from MOM.
• A Dependant’s Pass holder who wants to run their own business applies for a Letter of Consent after the business is registered.
• Any other pass holder should check with MOM or ICA before accepting a directorship.

Section 145(5) adds an important trap: a director cannot resign if that would leave the company without a resident director, and a purported resignation in breach is invalid. For more on how the rule operates once you are trading, see our guide to the resident director requirement and your options.

What are your options if you do not live in Singapore?

There are three common routes. You can relocate on a work pass and act as the resident director yourself, appoint someone you trust who is already resident, or engage a professional nominee resident director through a registered CSP.

The EntrePass and Employment Pass routes

MOM’s EntrePass eligibility rules require a private limited company registered with ACRA, in which the pass holder holds at least 30%, that is venture-backed or owns innovative technologies. The applicant must also meet at least one further criterion, such as having raised at least S$100,000 in a single funding round for a past or current business, or being supported by a recognised incubator or accelerator. Some businesses, including coffee shops, bars, massage parlours and employment agencies, are excluded.

The Employment Pass route suits founders who will be employed by their own company. The application is assessed on salary and under the COMPASS framework, so a newly incorporated company with no track record needs a credible business plan. Our associated company, Little Big Employment Agency Pte Ltd, is licensed by MOM and handles both routes; details are at singaporeemploymentagency.com. Our EntrePass application guide covers the evidence MOM expects.

How does a nominee director work, and what are the risks?

A nominee director is a Singapore resident who fills the section 145 seat while the beneficial owner runs the business from overseas. It is lawful, but it is not a formality: the nominee is a full director in law, and both sides carry real risk.

ACRA’s guidance is direct: there is no such thing as an “inactive” or “sleeping” director, and all directors are responsible under the Companies Act whether active or not. A nominee must tell the company that they are a nominee and give the nominator’s details, and the company records this in its register of nominee directors and files it with ACRA.

The risks for the owner are mainly practical. The nominee must be able to see what the company is doing, so expect conditions such as sending monthly bank statements, keeping accounts and filings up to date, and accepting that the nominee may resign if the company is non-compliant. For the nominee, the risks are legal: breaches of directors’ duties, false filings and failure to file can lead to fines and disqualification.

Under the Corporate Service Providers Act 2024, which came into force on 9 June 2025, a person acting as a nominee director by way of business must be arranged by a registered CSP that has assessed them as fit and proper. ACRA has said that a CSP which breaches this requirement faces a fine of up to S$100,000. Our nominee director service starts from S$2,000 a year with a S$3,000 refundable deposit. The fuller picture is in our article on nominee directors, the CSP Act and liability.

What happens in a remote incorporation under the CSP Act?

A remote incorporation is one where the founders are not physically in Singapore. The CSP must still identify and verify every director, shareholder and beneficial owner before it files anything with ACRA.

The CSP Act requires registered CSPs to carry out customer due diligence and meet anti-money laundering and counter-terrorism financing obligations, with fines for breaches by CSPs and their senior management. For remote transactions involving an incorporation or the transfer or sale of a shelf company, Raffles Corporate Services requires a video call with the relevant parties as part of our due diligence. Because of the extra work, compliance check fees apply: S$80 for work pass holders, S$250 for non-resident entities and S$400 for non-resident individuals. Read more in our explainer on how the CSP Act affects your company.

The process, step by step

1. Choose your route to a resident director (EntrePass, Employment Pass, trusted resident or nominee).
2. Send identity documents and complete the CSP’s know-your-client forms for every director, shareholder and beneficial owner.
3. Attend the due diligence video call and answer questions on the business, source of funds and ownership.
4. The CSP reserves the company name on Bizfile (S$15, held for up to 120 days).
5. Agree share capital, financial year end and constitution, and sign consents to act as director.
6. The CSP files the registration (S$300) and ACRA issues the Unique Entity Number and Business Profile.
7. Open a corporate bank account, appoint the company secretary and register for taxes as needed.

What documents do foreign founders need?

Expect to provide identity, address and background documents for every individual involved, plus corporate documents for any company that will be a shareholder. Banks will ask for a similar set later, so it pays to prepare a clean bundle once.

Documents not in English usually need a certified translation, and some CSPs ask for notarised or certified copies for remote clients.

How long does it take, and what does it cost?

Once documents are complete and compliance checks are cleared, the ACRA filing itself is quick: ACRA says most registrations are approved soon after payment. Raffles Corporate Services incorporates within 1 business day of receiving complete documents and clearing compliance checks.

The variable part is the time before filing: assembling documents, the due diligence call and, if relevant, any referral of the company name or activity to another authority (ACRA allows 14 to 60 days for these). Complex applications can take up to 15 working days at ACRA. Work pass applications run on MOM’s own timeline and are separate from incorporation.

Our Incorporation Package is S$450 one time and uses the model constitution. After incorporation, the Annual Corporate Package is S$600 a year and includes a named company secretary and the annual return filing fee. A registered office in Singapore is S$200 a year, available only with the corporate package. Nominee director fees and compliance check fees are additional where they apply.

Frequently asked questions

Can a foreigner own 100% of a Singapore company?

Yes. A foreign individual or company can hold all the shares. The restriction is on the board: at least one director must be ordinarily resident in Singapore under section 145 of the Companies Act 1967.

Can I incorporate without visiting Singapore?

Yes. A registered CSP can incorporate for you remotely, but it must verify everyone’s identity and complete due diligence first. Raffles Corporate Services requires a video call for remote incorporations.

Can my company apply for my Employment Pass after incorporation?

Yes. The new company can apply as your employer. Until the pass is issued you will still need a resident director, which is why many founders start with a nominee and replace them once their pass is approved.

Is a nominee director liable for the company’s debts?

Not generally for ordinary trade debts, but a nominee carries the full statutory duties of a director and can face fines or disqualification for breaches. That is why professional nominees set monitoring conditions and may resign if the company is non-compliant.

Do I need a local company secretary?

Yes. A secretary who is a Singapore citizen, PR or eligible pass holder must be appointed within 6 months of incorporation, and the sole director cannot also be the secretary.

Last reviewed: 4 October 2026. The Editorial Team, Raffles Corporate Services.