Being a company director in Singapore has always come with serious legal responsibilities — and in 2025, those obligations continue to evolve. With the latest Companies (Amendment) Regulations and related legislative updates, understanding director duties, reporting requirements, and compliance expectations is more important than ever for SME owners and leaders.
Here’s what every director needs to know in 2025 and beyond.
At its heart, Singapore’s Companies Act sets out the legal framework for director responsibilities. Directors must:
These duties remain foundational and unchanged — but the compliance environment around them continues to tighten.
Under the Companies Act, every private company must have at least one director who is ordinarily resident in Singapore — such as a citizen, permanent resident, or foreigner with an appropriate work/entrepreneur pass plus local consent. CorporateServices.com
Directors must also:
No major relaxation of these eligibility criteria has occurred in 2025 — underscoring the importance of choosing compliant directors from the outset. Corporate Secretary Services
A significant 2025 update to Singapore’s compliance landscape involves expanded disclosure obligations for nominee directors and nominee shareholders.
From 16 June 2025 onwards, companies (including foreign entities) must report the identities of nominee directors and nominee shareholders to ACRA — not just maintain these records internally. Tassure
A nominee director is someone appointed to the board in name — often to satisfy residency requirements — but may act on behalf of another party behind the scenes. The new rules aim to enhance transparency and help regulators better understand who is really accountable for company governance. Tassure
Existing companies must complete this reporting by 31 December 2025, while newly incorporated companies must submit the information upon registration. Tassure
Under the Companies (Amendment) Regulations 2025 that came into force on 9 June 2025, several statutory forms used in director and company filings have been updated.
For example:
These changes reinforce the obligation on directors to certify their qualifications accurately — and on companies to capture and update that information promptly.
Beyond administrative changes, Singapore’s regulatory direction emphasizes greater corporate transparency and integrity. Public consultations and legislative proposals in late 2025 point toward broader disclosure rules affecting directors, key management personnel, and company registers. LawNow
Directors should anticipate an environment where:
Staying ahead of these expectations is a strategic advantage for SME leaders.
If directors neglect their statutory duties — whether through oversight or ignorance — the consequences can be serious. Under the Companies Act, failure to:
can lead to fines, regulatory action, or even personal liability in extreme cases.
Directors must stay vigilant about compliance every day, not just once a year — a theme that runs through 2025’s evolving governance landscape.
2025 isn’t just about doing what directors have always done — it’s about doing it with greater transparency and modern compliance discipline.
Expanded reporting requirements for nominee directors and shareholders, updated statutory form obligations, and a regulatory push toward more complete corporate disclosure all raise the bar for director accountability.
For busy SME leaders and boards, the risks of non-compliance are real — but so are the benefits of staying ahead.
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