Post-Registration Obligations for Singapore Companies
The next step after a company is successfully incorporated in Singapore is to make sure it complies with the post-registration requirements established by the Accounting and Corporate Regulatory Authority (ACRA).
There are other post-registration tasks, too, such as regulation-related tasks that include getting a company seal, setting up statutory records, and registering for taxes and licenses, among others.
There are a number of post registration tasks, like for example, making a company seal or rubber stamp; or setting up company books or some statutory records, like resolutions related to the company structure – appointing directors, etc. The good thing is that in Singapore the company is registered with the tax authority (IRAS) automatically, so you won’t have to spend your time on this. Other tasks deal with the specifics of starting a business, like opening a bank account, setting up an office, hiring staff, arranging insurance, etc.
If you are a new entrepreneur without assistance, these tasks may seem challenging or complicated, especially if you have prior experience with incorporation in other nations. However, these activities can be completed quickly and easily in Singapore.
Even though you can get these tasks done on your own, it may be best to seek the assistance of the professional services company that assisted you with the incorporation of your business, given the somewhat legal nature of some of the tasks.
The following are some of the requirements that Singaporean companies must follow after company registration:
1. Appointing a Company Secretary
Within six months of incorporation, one of the first duties is to choose a company secretary. The company secretary is in charge of keeping the company’s records up to date and making sure it abides by all legal requirements. Additionally, the secretary must be a natural person who resides in Singapore and meets the requirements for the position.
2. Organizing AGMs, or Annual General Meetings
Generally, Within 18 months of its incorporation, a company must hold its inaugural AGM, at which the company will also approve its accounts for the first financial year, which is usually 12 months. Subsequently AGMs must therefore be held no later than within 6 months after the ending date of each subsequent financial year. The AGM’s objectives include, among other things, electing directors, approving the company’s financial statements, and appointing auditors, where necessary.
3. Adopt a Company Seal
Usually, every Singapore company is expected to order and adopt a common seal to use on official documents. These metallic, ink-free seals, also referred to as “common seals,” are embossed with the company name and registration number on official documents like share certificates and loan documents. However, common seals are no longer compulsory due to the latest amendments to the Companies Act. Instead, the document can be signed by two directors or one director and the company secretary, and it will have the same legal power as it would have under the common seal. This is another simplification of the corporate regime in Singapore made recently to make the corporate regulations simpler and more attractive for businesses.
4. Annual Returns Filing
All businesses must submit an annual return to ACRA within one month from the AGM. Information about the company, including the registered address, share capital, directors, and secretary, must be included in the annual report. The company risks fines and even termination if annual returns are not filed.
5. Maintaining Accurate Accounting Records
Companies must keep accurate accounting records in order to create financial statements that are accurate. In addition, the records must be kept five years after the end of the financial year to which they pertain. Companies that don’t maintain accurate accounting records risk fines or legal repercussions.
6. Requirements for Auditing
Within three months of their incorporation, all businesses are required to name an auditor, who must then be reappointed at each annual general meeting. However, small exempt private companies (EPCs) are exempt from the audit requirement if their annual revenue is less than $10 million or hold assets valued at less than $10 millions. They still need to create unaudited financial statements, though.
7. Notification Modification
ACRA must be notified if any information about a company changes, including the address of the registered office, the directors and secretary, and the share capital. Within 30 days of the change date, the changes must be reported.
8. Opening Company Bank Account
Singapore is a thriving and important global financial hub that serves both its own country and the larger Asia Pacific region. A wide range of financial services, including banking, insurance, investment banking, and treasury services, are provided by Singapore’s financial center. In addition, you can choose from a number of reputable international banks to open a local bank account in Singapore if you need to conduct business there.
A bank typically needs the company’s Business Profile (which is an extract from ACRA) and Constitution of the company. The bank will provide a board resolution approving the opening of the account. Also, information about the beneficial owners of the company must be disclosed to the bank in order to open a corporate bank account. When opening a business bank account, the majority of directors and account signatories must be present in person.
In order to avoid fines and preserve their good standing, Singaporean companies must adhere to the post-registration requirements established by ACRA. For example, companies are required to appoint a company secretary, hold annual general meetings (AGMs), file annual returns, keep accurate accounting records, appoint auditors, and report any changes to ACRA. By upholding these obligations, companies can show their dedication to good governance and transparency.
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