In forceUpdated to 9 Jun 2025

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Corporate Service Providers Act 2024 · Updated to 9 Jun 2025 · Part 3 · Duties and Responsibilities of Registered Corporate Service Providers

16. Arranging for person to act as nominee director

(1)

A registered corporate service provider for providing the corporate service of acting, or arranging for another person to act, as a director of a corporation must not arrange for a person to act as a nominee director of a company, unless the registered corporate service provider is satisfied that the person is a fit and proper person.

(2)

In determining for the purposes of subsection (1) whether a person is a fit and proper person, the registered corporate service provider must —

(a)

take all reasonable steps to satisfy himself, herself or itself that the person is not disqualified from acting as a director of a company under any written law; and

(b)

consider such factors as may be prescribed.

(3)

A registered corporate service provider who fails to comply with subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $100,000.

Terms defined in s 2

company
Defined · s 2
“company” and “corporation” have the meanings given by section 4(1) of the Companies Act 1967;
Open s 2
corporate service
Defined · s 2
“corporate service” means any of the following services:(a)forming, on behalf of another person, a corporation or other legal person;(b)acting, or arranging for another person to act —(i)as a director or secretary of a corporation;(ii)as a partner of a partnership; or(iii)in a similar capacity in relation to other legal persons;(c)providing a registered office, business address, correspondence or administrative address or other related services for a corporation, partnership or other legal person;(d)acting, or arranging for another person to act, as a nominee shareholder on behalf of any corporation, other than a corporation whose securities are listed on an approved exchange within the meaning of section 2(1) of the Securities and Futures Act 2001;(e)carrying out any designated activity in relation to the provision of any accounting service;(f)carrying out an ACRA transaction with the ACRA Registrar using the electronic transaction system —(i)on behalf of another person; or(ii)for one or more companies as a secretary of each of those companies;
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corporation
Defined · s 2
“company” and “corporation” have the meanings given by section 4(1) of the Companies Act 1967;
Open s 2
director
Defined · s 2
“director” has the meaning given by section 4(1) of the Companies Act 1967;
Open s 2
nominee director
Defined · s 2
“nominee director” means a director who is accustomed or under an obligation whether formal or informal to act in accordance with the directions, instructions or wishes of any other person;
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registered corporate service provider
Defined · s 2
“registered corporate service provider” means a corporate service provider who is registered under this Act, and includes —(a)a deemed registered corporate service provider; and(b)a person who is treated under section 42(3) as registered under section 8 as a registered corporate service provider;
Open s 2