Meridium

Your Singapore company, incorporated correctly from day one.

Meridium incorporates Singapore private limited companies for foreign founders and corporate groups. We advise on structure before anything is filed, put the statutory roles in place, and stay accountable for the entity long after the certificate is issued.

What Singapore law requires

Every Singapore private limited company stands on three statutory roles. Getting them right at incorporation is the difference between an entity that runs quietly and one that generates letters, penalties and rework.

At least one locally resident director

Every company must have at least one director who is ordinarily resident in Singapore: a Singapore citizen, a permanent resident, or in certain cases the holder of a qualifying work pass residing here. Foreign founders who have no such person available do not need to hire one. This is what a nominee director arrangement is for.

How a nominee director arrangement works

Where a company has no natural local director, a licensed corporate services provider appoints a nominee: a non-executive director who satisfies the residency requirement and carries statutory responsibility for the company’s compliance.

It is worth being precise about what this covers. A nominee director does not run your business, does not hold your shares, is not a signatory on your bank account and takes no part in commercial decisions. Control remains entirely with the shareholders and the executive directors. Because the nominee accepts personal legal responsibility under the Companies Act, the arrangement involves due diligence on the company and its owners, an indemnity agreement, and usually a refundable security deposit. A provider that offers a nominee without asking hard questions is a provider you should walk away from.

A registered office address

The company must maintain a registered office in Singapore: a physical local address at which statutory notices can be served and which is open and accessible to the public during ordinary office hours. A post office box does not qualify. Government agencies, courts and counterparties treat this address as the company’s official front door, so it needs to be an address where documents are received, scanned and acted on, not a mail drop.

A company secretary within six months

Every company must appoint a company secretary within six months of incorporation. The secretary is the company’s compliance officer: maintaining the statutory registers, preparing directors’ and shareholders’ resolutions, and filing changes and annual returns with the Accounting and Corporate Regulatory Authority (ACRA).

Share capital and shareholders

A Singapore company can be incorporated with share capital of one dollar and a single shareholder, and foreign ownership of 100 per cent is permitted. The structural questions deserve more thought than the minimums suggest: whether shares should be held personally or through a holding company, whether more than one share class is worth creating now rather than restructuring later, and how future investors or employee incentives will be accommodated. We put these questions to you before filing, because they are cheap to answer on day one and expensive to answer afterwards.

How the three roles keep the company compliant

The resident director, the company secretary and the registered office work as a system. Statutory notices and government correspondence arrive at the registered office. The secretary turns obligations into filings, resolutions and register updates, on time. The resident director carries legal accountability that the company is properly run. When all three sit with one provider, nothing falls into the gap between them, and you have one accountable contact instead of three.

Opening a corporate bank account

Singapore banks apply strict onboarding checks, and account opening has become the slowest step of most market entries. We prepare your application file so it answers the questions banks actually ask: ownership chain, source of funds, business model and expected flows. We introduce you to banks whose risk appetite fits your profile, and we attend the opening meeting where that helps. Two things we do not do: we do not guarantee approval by any particular bank, and we do not submit a file we believe is weak, because a rejection makes every later application harder.

After incorporation

Incorporation is the start of an annual compliance cycle, not the end of a project. Registers must stay current, changes must be filed, the annual return must be submitted and, where the company has not dispensed with it, the AGM held. That ongoing work, together with share capital changes, officer changes, constitution amendments and eventual closure by striking off or members’ voluntary winding up, lives in our company secretarial service.

What's included

  • Pre-incorporation advice on share capital, share classes and holding structure
  • Company name check, reservation and incorporation filing with ACRA
  • A nominee resident director arrangement where you have no local director
  • A registered office address that satisfies statutory requirements
  • Appointment of a qualified company secretary
  • Constitution, first board resolutions and statutory registers
  • Corporate bank account introductions and application support
  • A compliance calendar for your first year, handed to your named contact

How it works

  1. Scoping call

    A senior adviser confirms the right structure for your plans, the statutory roles you will need, and a fixed fee for the work.

  2. KYC and documents

    We complete identity and compliance checks on directors, shareholders and beneficial owners, and prepare every document for signature.

  3. Filing with ACRA

    We reserve the company name and file the incorporation. You receive the company number and full corporate record as soon as the entity is live.

  4. Post-incorporation setup

    Bank account application, appointment of the secretary, first resolutions, and handover of your compliance calendar to your named senior contact.

What we need from you

  • Passport and proof of residential address for each director, shareholder and beneficial owner
  • The intended shareholding structure, including every ultimate beneficial owner
  • A short description of the company's intended activities
  • One or two proposed company names, in order of preference
  • For corporate shareholders: certificate of incorporation, constitutional documents and a current register of directors and members

Common questions

Do I need to travel to Singapore to incorporate?

No. Incorporation itself can be completed remotely. Some banks prefer to meet directors in person before opening an account, and we advise you on which banks suit a remote setup before you commit to travel.

Can a foreign person or company own 100 per cent of a Singapore company?

Yes. Singapore places no restriction on foreign shareholding in a private limited company. The residency requirement applies to directors, not to shareholders.

What does a nominee director actually do, and not do?

A nominee director satisfies the legal requirement for a locally resident director and carries statutory responsibility for the company's compliance. A nominee does not manage the business, does not hold shares, is not a signatory on your bank account and takes no part in commercial decisions. Control stays with you.

How long does incorporation take?

Once KYC is complete and documents are signed, the filing itself is usually quick. Name approval can take longer if the name is referred to another government agency for review. We give you a realistic timeline at the scoping call rather than a marketing number.

How much share capital do I need?

A company can be incorporated with share capital of one Singapore dollar. The right figure for you depends on what the company will do: some licence applications and work pass applications weigh paid-up capital, and some customers and landlords read it as a signal. We advise on this at scoping.

What happens after incorporation?

The entity immediately owes Singapore an annual cycle of obligations: registers kept current, resolutions recorded, the annual return filed and the AGM held where one is still required. Our company secretarial service carries that cycle for you, with the same named contact.

Discuss incorporation with a senior adviser.

A scoping call costs nothing and commits you to nothing. You will speak with a senior practitioner, not a sales team.