Singapore's nominee director framework has undergone its most significant reform in years. If you are a foreign founder using a nominee director to satisfy ACRA's resident director requirement, several things have changed — and some changes may already affect how your company appears to banks, investors, and counterparties right now.
The key changes stem from two pieces of legislation: the Companies and Limited Liability Partnerships (Miscellaneous Amendments) Act 2024, passed in Parliament on 5 November 2024, and the Corporate Service Providers Act, with key provisions commencing from June 2025. Additional enhanced penalty provisions commenced in April 2026.
This post covers exactly what changed, what it means for your company, and what you need to do to remain compliant.
What Changed and When
| Change | Effective Date |
|---|---|
| Nominee director appointments must be arranged through an ACRA-registered CSP | 9 June 2025 |
| Mandatory filing of ROND and RONS with ACRA's central register | 16 June 2025 |
| Nominee status visible on public ACRA Business Profile | 16 June 2025 |
| Existing companies deadline to complete initial ROND/RONS filing | 31 December 2025 |
| Enhanced penalties (up to S$25,000) for register non-compliance | April 2026 |
| Enhanced ACRA enforcement powers | April 2026 |
ROND and RONS: The New Central Registers
The two most operationally significant changes are the Register of Nominee Directors (ROND) and the Register of Nominee Shareholders (RONS).
What Are ROND and RONS?
Previously, Singapore companies maintained internal registers of nominee directors and shareholders. These were kept at the company's registered address and were not submitted to ACRA. The new framework replaces this with mandatory central filing — ROND and RONS information must now be submitted directly to ACRA's BizFile+ system and is held in ACRA's central database.
Who Must File?
All Singapore-incorporated companies and foreign companies registered in Singapore that have:
- A director acting as a nominee director (i.e., holding the directorship on behalf of another person or entity)
- A shareholder acting as a nominee shareholder (i.e., holding shares on behalf of the beneficial owner)
Companies with no nominee arrangements are not required to file ROND or RONS.
What Must Be Filed?
For each nominee director and nominee shareholder, the company must submit to ACRA:
- The identity of the nominee (name, ID details)
- The identity of the nominator — the person or entity on whose behalf the nominee is acting
- The date the nominee arrangement was entered into
- Any changes to the arrangement
Timelines for Filing Changes
Any change to a ROND or RONS entry must be filed with ACRA within 2 business days of the change occurring. This is a tight window — companies (and their corporate secretaries) need processes in place to flag and file changes immediately.
Confidentiality of Nominator Details
The nominator's identity — the beneficial owner behind the nominee — is not publicly accessible. It is stored in ACRA's central register and accessible only to public agencies (such as the Commercial Affairs Department, MAS, or IRAS) for legitimate regulatory or law enforcement purposes. Counterparties, banks, or investors who download your ACRA Business Profile cannot see who the nominator is.
Nominee Status on Public ACRA Business Profile
This is the change most founders are asking about. From 16 June 2025, the nominee status of a director is visible on the company's public ACRA Business Profile.
What this means in practice:
- Anyone who downloads your company's BizFile+ business profile — a bank, an investor, a customer, a potential partner — will see that a particular director is acting as a nominee
- The nominee director's name appears as before, but now flagged with their nominee status
- The nominator's identity does not appear — the profile shows the nominee arrangement exists, not who the beneficial owner is
Does This Create Problems?
For most purposes, no. The nominee director arrangement has always been a known and accepted practice in Singapore. Banks are familiar with it. ACRA itself sanctions it. The fact that nominee status is now publicly labelled makes the arrangement more transparent — which is the point — but does not make it less legitimate.
Where it may require attention:
- Bank account opening: Banks conducting KYC will now see the nominee status directly from the ACRA profile. This increases the scrutiny on the nominator's identity during the KYC process. Expect banks to ask more pointed questions about the beneficial owner behind the nominee. Be prepared to disclose this fully.
- Investor due diligence: Investors running DD on your company will see the nominee arrangement. This is unlikely to be a problem if you have a proper Nominee Director Agreement, Deed of Indemnity, and clear documentation — but it reinforces the importance of having these documents in order.
- Enterprise customer contracts: Some large enterprise customers (especially regulated industries) run compliance checks on their vendors. The nominee flag may trigger additional questions about ultimate beneficial ownership.
Mandatory CSP Requirement for Nominee Appointments
From 9 June 2025, nominee director appointments made "by way of business" must be arranged through a Corporate Service Provider (CSP) registered with ACRA under the Corporate Service Providers Act.
What This Means
An individual or company that arranges nominee director services commercially — for a fee, as part of a business — must be an ACRA-registered CSP. An unregistered provider arranging nominee director appointments for clients faces a fine of up to S$10,000.
For founders, the practical implication is simple: only engage a nominee director through an ACRA-registered CSP. Verify that any provider you use is registered before engaging their nominee director service. Karman is an ACRA Registered Filing Agent and CSP — our nominee director service is fully compliant with this requirement.
What About Existing Arrangements?
If your nominee director was arranged before 9 June 2025, the arrangement itself is not invalidated. However, any renewal or new appointment must go through a registered CSP. If your current provider is not a registered CSP, you need to transition to one.
Enhanced Penalties from April 2026
The April 2026 commencement provisions significantly increased the financial consequences of non-compliance:
| Offence | Previous Maximum Fine | New Maximum Fine |
|---|---|---|
| Failure to maintain ROND/RONS register | S$5,000 | S$25,000 |
| Failure to file ROND/RONS with ACRA | S$5,000 | S$25,000 |
| Failure to update register within 2 business days | S$5,000 | S$25,000 |
| Arranging nominee director outside registered CSP | — | S$10,000 |
ACRA also now has enhanced enforcement powers — including the ability to issue compliance directions and compel production of documents — that make it easier to identify and prosecute non-compliance without requiring a full court prosecution.
Action Checklist for Foreign Founders
If your Singapore company uses a nominee director, work through this checklist:
- Confirm your CSP is ACRA-registered. Check ACRA's public register of CSPs at BizFile+. If your nominee director provider is not registered, engage a registered CSP immediately.
- Confirm your ROND has been filed. Ask your corporate secretary to confirm that the ROND (and RONS if applicable) have been submitted to ACRA's central register. Existing companies should have completed this by 31 December 2025.
- Check your ACRA Business Profile. Download your company's BizFile+ profile and review how the nominee director entry appears. Confirm the nominee status is correctly flagged.
- Review your Nominee Director Agreement and Deed of Indemnity. These documents should be current, signed, and held on file. With nominee status now publicly visible, having complete documentation is more important than ever.
- Brief your bank. If you have an upcoming KYC review with your bank, be prepared to disclose the nominee arrangement and beneficial ownership structure clearly. Proactive disclosure is always better than appearing to hide the arrangement.
- Set up a process for 2-day ROND updates. Any change to the nominee director arrangement — appointment, resignation, change of nominator — must be filed with ACRA within 2 business days. Make sure your corporate secretary is briefed on this timeline.
What Has Not Changed
It is worth being clear about what the reforms do not change:
- Nominee director arrangements remain fully legal. Singapore has not restricted or banned the use of nominee directors. The reform is about transparency and registration, not prohibition.
- 100% foreign ownership is unchanged. Foreign founders can still own 100% of a Singapore Pte Ltd with a nominee director satisfying the resident director requirement.
- The nominator's identity remains confidential from the public. Only the nominee status (not the beneficial owner's identity) appears on the public profile.
- Existing nominee director arrangements are not voided. Existing arrangements made before the new rules are not automatically invalidated — but they must be filed with ACRA and must be renewed through a registered CSP going forward.
Frequently Asked Questions
Does my nominee director now appear on my public ACRA business profile?
Yes — the nominee status of the director is now publicly visible on your ACRA Business Profile from 16 June 2025. Anyone who downloads your BizFile+ profile will see that the director is acting as a nominee. However, the nominator's identity (the beneficial owner) is not publicly visible — it is held in ACRA's central register accessible only to government agencies.
What is ROND and RONS and does my company need to file them?
ROND is the Register of Nominee Directors; RONS is the Register of Nominee Shareholders. From 16 June 2025, all companies with nominee arrangements must file these with ACRA's central database. Any changes must be filed within 2 business days. Failure to file carries fines up to S$25,000. Your corporate secretary should handle this filing as part of your ongoing compliance.
Does the nominee director reform affect my company's privacy?
Partially. The nominee status is now publicly visible — counterparties and banks will see it when they pull your ACRA profile. But the beneficial owner's identity behind the nominee remains confidential. For most commercial purposes, the nominee arrangement continues to function as before. The main practical impact is that banks conducting KYC will ask more directly about the beneficial owner.
Conclusion
Singapore's nominee director framework has moved significantly toward transparency without eliminating the arrangement itself. For foreign founders, the message is straightforward: make sure your nominee director is arranged through a registered CSP, confirm your ROND is filed with ACRA, and ensure your documentation (Nominee Director Agreement, Deed of Indemnity) is current.
The reforms reflect Singapore's broader direction — aligning with FATF standards on beneficial ownership transparency while maintaining the commercial flexibility that makes it one of the world's most attractive incorporation jurisdictions. A well-structured, properly documented nominee director arrangement remains entirely legitimate and widely used.