Second Directorship

• Who applies: Employers who intend to appoint EP holders as members of the board of directors.
• Application time: within 5 weeks
• Documents Required: Letter of Appointment for Person Holding EP Employment Pass as Director

Appointed directors need to perform the corresponding responsibilities of directors per Singapore’s Company Law.

For employers:

1. You must ensure that the employer does not object to the person holding the EP pass as a director.
2. You must obtain approval from the Ministry of Manpower by applying for a letter of consent (LOC) because holding a directorship is considered a job.

Employment Pass (EP) holders can generally only work for employers according to the rules listed on the work permit. When EP holders hold directorships (executive or non-executive) in other companies, they must perform the duties of directors as stipulated in the Company Law. This constitutes a form of work that requires a work permit. If they wish to do so, they will have to apply for and obtain a letter of consent (LOC) under Article 11 of the Employment of Foreign Labor (Work Permit) Regulations 2012.

The Ministry of Manpower in Singapore usually only grants a letter of consent (LOC) under the following circumstances:

• Your company has an equity relationship with the employer of the EP Employment Pass holder. This must be reflected in ACRA’s records
• The purpose of the person holding the EP Employment Pass as the second director should be related to their main job

MOM allows companies with indirect shareholding relationships with the main employers of EP holders to serve as secondary directors. This may include the holding company of the main employer or a subsidiary of the holding company of the main employer. Besides the first employer, any company can serve as the second director. Two scenarios are illustrated below:

3. If approved, you can continue to register as a director at ACRA.

Director of an unrelated company

If the appointment of the second director is in an unrelated company, the Ministry of Manpower (MOM) will supervise or promote the development of the industry based on the assessment of a departmental government agency. If the institution supports the application, a letter of consent (LOC) may be granted. For example, employees of fund management companies authorized by the Monetary Authority of Singapore (MAS) will be allowed to serve as directors of their investment vehicles, as this is supported by the Monetary Authority of Singapore (MAS).

For special cases, MOM may also grant a LOC if the EP holder is of sufficiently high rank or holds a significant percentage in the company. MOM will ask for relevant information to make an assessment based on each specific case.