As a company secretary, you have a crucial role to play in ensuring that your company complies with the various regulations and laws governing corporate governance in Singapore. Failure to comply with these obligations can result in severe penalties, fines, and even the revocation of your company’s registration. In this article, we will outline the key Singapore company secretarial obligations that you need to know to avoid compliance issues and penalties.
1. Filing of Annual Declaration and Annual Report
As a company secretary, you are required to file the annual declaration and annual report with the Accounting and Corporate Regulatory Authority (ACRA) on an annual basis. The annual declaration is a declaration of compliance with the requirements of the Companies Act and the annual report is a report on the company’s financial performance and business operations. The annual report must be filed within 150 days from the end of the company’s financial year.
2. Filing of Notice of Change in Directorship or Shareholding
As a company secretary, you are also required to file a notice of change in directorship or shareholding with ACRA within 14 days of the change occurring. This is to ensure that the company’s register of directors and shareholders is kept up-to-date and accurate.
3. Filing of Annual General Meeting (AGM) Minutes
Every company is required to hold an AGM once a year, and the minutes of the meeting must be filed with ACRA within 28 days of the meeting. The minutes must include the proceedings of the meeting, including the resolutions passed and the decisions taken.
4. Compliance with Corporate Governance Requirements
Companies must also comply with the corporate governance requirements set out in the Companies Act, including the requirements for the composition of the board of directors, the appointment of directors, and the disclosure of directors’ interests. Failure to comply with these requirements can result in penalties and fines.
5. Maintenance of Company Records
Companies must also maintain accurate and up-to-date records, including the company’s register of directors, shareholders, and employees. These records must be kept at the company’s registered office and be available for inspection by ACRA or other regulatory bodies.
6. Compliance with Other Regulatory Requirements
Companies must also comply with other regulatory requirements, including those related to employment, taxation, and other areas of business operation. Failure to comply with these requirements can result in penalties and fines.
Conclusion
In conclusion, as a company secretary, it is essential to understand the various obligations that your company has under the Companies Act and other relevant laws and regulations. Failing to comply with these obligations can result in severe penalties, fines, and even the revocation of your company’s registration. It is crucial to stay up-to-date with the latest changes to the laws and regulations governing corporate governance in Singapore and to ensure that your company is in compliance with all relevant requirements.
- Q: What is the role of a company secretary?
- A: A company secretary is responsible for ensuring that a company complies with the various regulations and laws governing corporate governance in Singapore, including the filing of annual reports and other documents, maintaining accurate records, and ensuring that the company is in compliance with relevant laws and regulations.
- Q: What are the penalties for non-compliance with Singapore company secretarial obligations?
- A: The penalties for non-compliance with Singapore company secretarial obligations can be severe, including fines, penalties, and even the revocation of a company’s registration.
- Q: What is the deadline for filing the annual declaration and annual report?
- A: The deadline for filing the annual declaration and annual report is 150 days from the end of the company’s financial year.
- Q: How often must a company hold an Annual General Meeting (AGM)?
- A: A company must hold an AGM at least once a year, and the minutes of the meeting must be filed with ACRA within 28 days of the meeting.
- Q: What are the consequences of non-compliance with corporate governance requirements?
- A: The consequences of non-compliance with corporate governance requirements can be severe, including penalties and fines.
- Q: What must a company do to maintain its company records?
- A: A company must maintain accurate and up-to-date records, including the company’s register of directors, shareholders, and employees. These records must be kept at the company’s registered office and be available for inspection by ACRA or other regulatory bodies.
- Q: How can a company avoid compliance issues and penalties?
- A: A company can avoid compliance issues and penalties by ensuring that it complies with all relevant laws and regulations, including the filing of annual reports and other documents, maintaining accurate records, and ensuring that the company is in compliance with relevant laws and regulations.
