Nominee Directors in Singapore: 2025 Crackdown, New Rules, and How to Stay Safe

Why This Is in the Spotlight

In 2024–2025, Singapore stepped up action against “silent” or nominee directors who fail to carry out their duties, alongside new transparency filings. Courts have toughened sentences for dereliction of duty, and ACRA now requires central filings for nominee arrangements with strict deadlines. These moves aim to curb misuse of shell companies and money-laundering risks.

Recent Cases: What They Tell Us

Stiffer penalties for ‘silent’ directors. In May 2025, the High Court replaced a fine with 10 months’ jail for a director who had been registered in hundreds of companies, signalling that negligence or willful blindness can now mean custodial terms.
Convictions tied to laundering risks. Earlier cases show nominee directors fined or jailed when companies they fronted were used to move illicit funds—reinforcing that a director cannot outsource responsibility.

What Changed in the Law (2025)

Central Registers at ACRA (from 16 Jun 2025)
Companies must file nominee director and nominee shareholder details with ACRA (in addition to private registers). Existing companies file by 31 Dec 2025; new companies file at incorporation. Thereafter, updates are due within 2 business days.
CSP Act & Regulations (in force 9 Jun 2025)
Acting as a nominee director “by way of business” must be arranged through a registered Corporate Service Provider (CSP); breaching this is an offence. CSPs face defined fit-and-proper, AML/CFT, and record-keeping duties.

These reforms sit alongside broader AML measures sparked by large laundering cases; regulators have been explicit about raising standards across the ecosystem.

If You Use (or Are) a Nominee Director: Practical Risks

Personal liability: Directors remain responsible for filings, accounts, and tax—“nominee” status is not a shield. Courts now treat gross neglect far more seriously.
Banking & KYC delays: Missing nominee filings or weak documentation can stall account opening and trigger enhanced due diligence. (ACRA emphasises accurate, timely nominee data.)
Regulatory penalties: Late or missing central-register updates, or using an unregistered intermediary to arrange nominees, can lead to enforcement.

How to Stay Compliant

Use a registered CSP for any nominee arrangement—verify the CSP’s registration and its Qualified Individuals.
Paper the relationship properly: Written nominee–nominator agreements, clear scope (no management control), and evidence trails for instructions and approvals. (ACRA expects specifics in the central and private registers.)
Keep directors active: Ensure board packs, accounts, and filings are reviewed and signed on time; “rubber-stamping” is risky under the current sentencing stance.
File your nominee details: Initial filing by 31 Dec 2025 for existing companies, then within 2 business days of any change.
Train and audit: Brief directors on duties; run a quarterly compliance check on registers, ACRA/IRAS deadlines, and bank KYC expectations.

How We Help (End-to-End)

Nominee governance check-up: Confirm if any director/shareholder qualifies as a nominee, clean up registers, and prepare the required ACRA lodgements.
Registered CSP support: If you need a local director, we arrange fit-and-proper nominees through a registered CSP framework, with audit-ready documentation.
Board & filings management: Calendarised AGM/AR, IRAS filings, and real-time reminders so nothing falls through the cracks.
Banking/KYC packs: Prepare director/owner profiles, source-of-wealth narratives, and meeting minutes to accelerate account opening.

Conclusion: Treat ‘Nominee’ as a Governance Role—Not a Form

With tougher sentences, new central filings, and tighter CSP rules, Singapore expects real oversight from every director. If you use nominee arrangements, set them up properly, keep them current with ACRA, and ensure active governance—or risk fines, delays, and even jail in egregious cases.