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Duties Of A Company Director According To Companies Act

The Companies Act (Cap 50) defines who a director is and what responsibilities he or she has to a company.

Who can be a company director?

Each company is required to have at least one director who is ordinarily resident in Singapore. This means that the director must be living in Singapore and doing an active management role in the company. He or she must be a Permanent Resident, or else a bearer of an Employment Pass, Approval-In-Principle Letter, or Dependent’s Pass.

The director should also be an actual, individual person. Corporations or other entities cannot serve as company directors of a company.

Furthermore, the company director must be at least 18 years old and of sound mind.

What are the duties and responsibilities of a company director?

The company director will be the manager of the company. Every director is obliged to manage the company’s affairs with full honesty and diligence as required by the law.

A company director is also responsible for acting in good faith in the interests of the company; to act with due care and skill, and to avoid any sort of conflict of interest.

A company director must take care to avoid conflicts of interest, whether direct or indirect. Any transactions deemed in conflict with the interests of the company will be taken against the director concerned.

A company director is expected to use his or her power for all the proper purposes only. He or she is expected to be judicious, fair and proper. He or she should not use his or her power for personal gains.

When one refers to the company’s interests, these must be deemed separate from the individual interests of its members and directors to further recognise the company’s status as a separate legal entity. The company’s interests, the law qualifies, includes the collective interests of all its members and employees instead of their individual, personal interests.