Corporate Secretarial Services

Why Do I Need A Company Secretary in Singapore?

All Singapore companies must engage a Singapore Company Secretary to handle ongoing statutory compliance matters, according to Section 171 of the Singapore Companies Act, Chapter 50. A corporate secretary adds value by acting as the key entity responsible for administrative responsibilities and documentation work that a firm is required to follow.

Companies are required to select a company secretary or engage the services of a corporate secretary service provider in Singapore within six months after incorporation as specified by ACRA.

List Of Services:

Annual / Extraordinary General Meeting (AGM/ EGM)

The AGM is a shareholders’ meeting that takes place at specified intervals during each calendar year. This meeting allows the company’s shareholders the chance to vote on specific actions that need to be approved by the board of directors. One of the AGM principal objective is to evaluate the Company’s financial statements, which must be approved by the shareholders.

AGM is to be held within 6 months of the end of the financial year. The company secretary must prepare any necessary documents (e.g. notice of meeting, minutes) for the annual general meeting. An Extraordinary General Meeting is a meeting of the company held in the event that important business matters require shareholder approval before the AGM.

Annual Return Filing

According to the Singapore Companies Act, after the AGM, companies must submit an annual return to the Accounting and Corporate Regulatory Authority (ACRA).

Companies must provide updated information to ACRA during the yearly review process, which contains key details about the company, such as the names of the directors, secretary, and members, as well as the date of the AGM.

We provide the service to help in filing the Annual Return for your company.

Share Related Services

Share Allotment / Share Transfer

In situations where company directors and shareholders need to transfer shares to other shareholders, it is critical that they follow the proper processes and pay the required stamp duty. In this manner, no objection to the transfer can be raised, and no complaint that the director’s duties have not been fulfilled can be made. The following documents are required before proceeding with a share transfer application:

Instrument of transfer
Notification of transfer
Board resolutions
Certificate of shares (document evidencing ownership of shares)
Form of transfer of shares
Inland Revenue Authority of Singapore (IRAS) Stamp Duty Confirmation Letter

With respect to changes in capital, the company may, by ordinary resolution, at any time increase the share capital of the company to the preferred paid up capital amount and number of shares.

Dividends Declaration

Are you wondering whether you can pay dividends to your shareholders? Dividends are only payable out of profits. Hence, you should only declare dividends when you are sure that your company has profits which you can pay dividends from.

Generally, directors will recommend a particular rate to be paid as dividends, which will be voted on and approved by shareholders in the company’s AGM. Such dividends are referred to as final dividends. Nevertheless, directors may pay interim dividends as appears to be justified by the company’s profits. These dividend payments are typically made before a company’s AGM and the release of its final financial statements, and usually declared through Director resolutions.

Registration of Charges

Businesses may need to raise money in the course of its operations. When a company applies for a loan from a bank or other institutions, it will often give security to the creditor. One common form of security is a charge over assets. When a charge is created, it must be registered with ACRA within 30 days of its creation.

To register, you may engage the services of a registered filing agent (e.g. law firm, accounting firm or corporate secretarial firm) to submit on the company’s behalf. Failure to register the charge is an offence. Non-compliance may also render the charge void against the liquidator or other secured creditors of the company.

Company Name | Business Activity Code | Office Address | Officers

Change in Company Information

It is the responsibility of the company’s directors to ensure that the company’s information is correct and up-to-date. In the event of any updates to the company’s information, directors should notify the company’s statutory secretary to prepare the relevant resolution documents. The company must report the change to ACRA within 14 days.

Frequently Asked Questions

What are the documents required to engage your Company Secretary service?

The following documents are required when you engage in company secretary services in Singapore and have us assume responsibilities as your Company Secretary:

Business Profile of Company (Provided by ACRA)
Photocopy of Identification (NRIC / Passport) of all Directors and Shareholders
Memorandum and Articles of Association

These documents can be submitted via our system, after which we will proceed with the drafting of relevant resolutions to appoint the Company Secretary for your enterprise in Singapore.

Once the necessary paperwork has been prepared, the official signing of documents can be done at your preferred timing.

How to switch your current company secretarial functions to us?

We will first work with you to understand your current needs and concerns. Based on your unique situation, we will then prepare a service proposal for you. Once you approve our proposal, we will contact your current provider and prepare the necessaries to perform the transition seamlessly. We will file all the necessary documents with the relevant government regulatory agencies to inform them of the change of service provider.

What are the duties of a Corporate Secretary in Singapore?

A corporate secretary’s functions consist mainly of administrative duties and statutory obligations. One major aspect is to maintain and update the statutory registers of a company and comply with its constitution, while ensuring accounts are properly prepared and filed.

Beyond these core duties and responsibilities, a company secretary takes on multiple roles within the company – from administrative to advisory to fiduciary roles, their duties are far-reaching. Therefore, it is important to appoint the right person when incorporating your business in Singapore. You may also engage a professional services firm like us to undertake this essential role.

Can I change Company Secretary?

There might be several valid reasons for a company to contemplate a change in its corporate secretary. Should a company need to resign its secretary and engage the services of a new one, the change can be easily done.

Let Us Take Care Of Your ACRA Compliances!

The art of starting and building a successful business includes choosing the right service partner to support Company Secretarial Services for the business.