Sole director? Why you can’t be your own company secretary, and what to do instead
Plenty of Singapore companies are one person: one director, one shareholder, one decision-maker. So the natural question is, why can’t that person be the company secretary too? Because the law says so. Here’s why the rule exists, and the options you really have.
In this article
The rule, in one paragraph
Under the Companies Act, every Singapore company must appoint a company secretary within six months of incorporation. The secretary must be a natural person whose principal or only place of residence is in Singapore. And a sole director cannot also be the company secretary. If you’re the only director, someone else has to be named in the role, even if you own 100% of the shares. Your company’s auditor can’t be its secretary either.
Why the rule exists
The secretary is meant to be a second pair of eyes on the company’s statutory side: the registers, the resolutions, the filings. If the only director is also the secretary, there’s no second pair of eyes. The rule forces at least one other person to be involved, so that if the director is unreachable, ill or simply forgets, somebody else knows the company has obligations and when they fall due.
It sounds like red tape. In practice, the companies that get into trouble with ACRA are very often the ones where one person was doing everything and nobody else was watching the dates.
Your real options
1. A family member or friend who lives in Singapore. Allowed, and common. But they’re named on the ACRA record and carry the role’s responsibilities, and as director you’re expected to make sure they have the knowledge to do it. A favour also tends to end at a bad moment: a move overseas, a falling-out, a new job. Then you’re scrambling to replace them inside the deadline.
2. An employee. Works if you have someone organised and resident in Singapore. The risk is continuity: when they resign, the role goes with them, often with no notice to you about what was due.
3. Add a second director. With two directors, one of them can act as secretary. But don’t add a director just to solve the secretary problem. A director carries legal duties and liabilities of their own, and removing one later isn’t always simple.
4. A registered corporate service provider. A firm whose job this is, registered with ACRA under the Corporate Service Providers Act, with a qualified person named as your secretary and a process behind them. For most one-person companies this is the simplest answer, because the role doesn’t depend on anyone’s goodwill and it comes with the yearly work done.
Not sure which way your setup leans? Our one-minute corporate secretary check asks four questions and sends your answers to us.
If you’re a foreign owner
Foreign owners usually meet this rule at the same time as another one: every Singapore company needs at least one director who is ordinarily resident in Singapore. If you live overseas, you’ll need a resident director and a resident secretary, and they can’t both be solved by you. Our guide on the local director rule covers the director side.
How to pick
Ask yourself three things. If this person disappeared tomorrow, how fast could I replace them? Would they remind me before the AGM and annual return, or would I have to remind them? Do I trust them with my company’s records? A friend scores well on the third and badly on the first two. A good firm should score well on all three. For what a good secretary should actually be doing across the year, see our checklist.
Where we come in
Most of the one-person companies we look after came to us exactly here: a new company with a six-month deadline, or a friend who had stopped answering. We act as company secretary, keep the registers and the dates, and you’re in a WhatsApp group with our team for anything you need. See our corporate secretary service.
Common questions
Can a sole director be the company secretary in Singapore?
No. Under the Companies Act, a company's sole director cannot also act as its company secretary. Someone else must be appointed.
Who can be the company secretary of a one-director company?
Any natural person whose principal or only place of residence is in Singapore, other than the sole director and the company's auditor. That can be a family member, an employee or a secretary provided by a registered corporate service provider.
How long do I have to appoint a company secretary?
Within six months of incorporation. If the role later becomes vacant, it must be filled again; don't leave the company without one.
Should I add a second director so one of us can be secretary?
Only if you want a second director for other reasons. A director carries legal duties and liabilities, and removing one later isn't always simple.
I'm a foreign sole director. What do I need?
A Singapore-resident director and a Singapore-resident company secretary. You can't fill either role yourself if you live overseas.
One-person company, no secretary yet?
Tell us when your company was incorporated and who’s on the board. We’ll tell you how long you have and get the role filled properly.
This article is general information about company secretary requirements in Singapore as at Nov 2026, not legal advice. Check ACRA’s current guidance for your company’s situation. Morphrix Pte. Ltd. (formerly AG Solutions).