Hi Strong Eagle, I try to search within the Statutes some relevant section on this point. This is what I have got:
145. —(1) Every company shall have at least one director who is ordinarily resident in Singapore and, where the company only has one member, that sole director may also be the sole member of the company.
How would you define "ordinarily resident". Do you take it to be tax residency? I read it ordinarily resident to be Citizen or SPR. You want to clarify?
Anything to the contrary, I still stick to my line: A foreigner cannot be the sole Director of a locally registered pte ltd comapny in Singapore. To do so is risky unless "Ordinary Resident" is explicitly defined.
Hey I find this one in ACRA website:
1. What does ordinarily resident mean?
Ordinarily resident refers to the usual place of stay of a person.
2. What does ordinarily resident in Singapore mean?
Generally, an individual is accepted as ordinarily resident in Singapore if the individual:
(a) provides a local residential address;
(b) is a Singapore Citizen, Singapore Permanent Resident, EntrePass holder, Employment Pass holder or Dependant's Pass holder; and
(c) proves that he/she is long-staying (i.e. he/she can legally remain in Singapore for a long period).
Please note that the above conditions are non-exhaustive as other factors may be taken into consideration.
Okay Strong Eagle, position is clear. NOT EVERYONE can be sole director. The person needs to be ordinarily resident as defined in ACRA. By the way, I am an Approved Independent Secretary myself. Still need to thank you though. Before, I always encouraged my clients to find a Citizen or SPR as Nominee Directors when needed. But though the definition has exanded it is still safer to stick to Citizen/SPR as others can be very mobile indeed. Cheers. I learned something extra.
Strong Eagle wrote:loyalstar wrote:Answering your questions:
From what I can read you are talking about a one Director Company. Provided you can be a director (foreigner cannot be sole director of a pte ltd company), then the steps to take will be:
Incorrect. A foreigner can indeed be a sole director of a company. Need to have an independent secretary to do this, regardless of being a foreigner or PR or citizen.
Steps 1: You can start paying yourself first month (or first day if you like) after incorporation; Director's fee is a formality at the first AGM with can be held as long as 18 months later, but not longer.
Step 2 : Employment letter is a good practice, it can be done without as you are actually your own company. And the employment letter can be useful for other purpose too. like employment pass application etc.
Step 3. Explained in Step 1 already (Approval is given at the end of the year when you hold AGM for the previous financial year. At the AGM you can either approve the figure already paid, or more, that case, Company will pay you the additional sum.
Director's fee or salary makes no difference if you are a tax resident. But it is very different if you are not... its a little too complex to put everything down as there are a lot of issues/ explanation indeed to give the full pix.
Not bad advice but what is missing here is the difference between an outside director and a person who is a director and holds a position within the company. Outside directors can only receive fees for services. Those working for the company can receive a salary that does not have to go before the board of directors. Fees and bonuses paid in a director capacity do require directors approval.[/brown]
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