Section 145A — Acting as nominee director

(1)Subject to subsection (2), a person must not, on or after the appointed day, act as a nominee director of a company by way of business, unless —

(a)the person is 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; or

(b)his or her so acting is arranged by a registered corporate service provider for that corporate service.

(2)Subsection (1) does not apply where —

(a)the person acts as a nominee director of his or her affiliated company; or

(b)the person had commenced acting as a nominee director of the company before the appointed day.

(3)Any person who contravenes subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 and, in the case of a continuing offence, to a further fine not exceeding $1,000 for every day or part of a day during which the offence continues after conviction.

(4)In this section —“affiliated company”, in relation to a person, means —

(a)a company that employs the person; or

(b)a company which by virtue of section 6 is deemed to be related to a corporation that employs the person; “appointed day” means the date of commencement of section 38(b) of the Corporate Service Providers Act 2024; “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.[Act 22 of 2024 wef 09/06/2025]