Filing a Change of Company Secretary with ACRA: A Step-by-Step Guide
Incorporating a company in Singapore requires compliance with various regulations and filing requirements. One such requirement is the filing of a change of company secretary with the Accounting and Corporate Regulatory Authority (ACRA). In this article, we will guide you through the step-by-step process of filing a change of company secretary with ACRA.
Why is it important to file a change of company secretary with ACRA?
The company secretary plays a crucial role in ensuring that a company complies with all relevant laws and regulations in Singapore. As such, any changes to the company secretary position must be reported to ACRA. Failure to file the change of company secretary may result in penalties and fines.
Eligibility to file a change of company secretary with ACRA
Only companies that are incorporated in Singapore and have a valid business registration are eligible to file a change of company secretary with ACRA. The company secretary must also meet the eligibility criteria set by the Companies Act and the Companies (Appointment and Qualifications of Secretary) Regulations.
Step-by-Step Guide to Filing a Change of Company Secretary with ACRA
The process of filing a change of company secretary with ACRA involves the following steps:
- Step 1: Identify the new company secretary
The new company secretary must meet the eligibility criteria set by the Companies Act and the Companies (Appointment and Qualifications of Secretary) Regulations. The new company secretary must also be a natural person who is a resident in Singapore or a non-resident individual who has been approved by the ACRA. - Step 2: Obtain the consent of the new company secretary
The new company secretary must give their consent in writing to the appointment as company secretary. This consent must be in the prescribed form and be signed by the new company secretary. - Step 3: File the notice of change of company secretary with ACRA
The notice of change of company secretary must be filed with ACRA within 14 days of the appointment of the new company secretary. The notice must be in the prescribed form and must include the following information: - The name and NRIC/FIN of the new company secretary
- The date of appointment of the new company secretary
- The reason for the change of company secretary (if applicable)
Online Filing: ACRA provides an online filing system for filing the notice of change of company secretary. To file online, you will need to log in to the ACRA website using your CorpPass or SingPass and follow the online filing instructions.
Manual Filing: If you prefer to file the notice of change of company secretary manually, you can do so by submitting the prescribed form to the ACRA office. You can obtain the prescribed form from the ACRA website or from the ACRA office.
Conclusion
Filing a change of company secretary with ACRA is a straightforward process that requires careful attention to detail. By following the step-by-step guide outlined in this article, you can ensure that you comply with the regulations and avoid any penalties and fines. It is also important to note that the company secretary plays a crucial role in ensuring that a company complies with all relevant laws and regulations in Singapore, and as such, it is essential to appoint a qualified and experienced company secretary.
FAQs
Q: What is the penalty for failing to file a change of company secretary with ACRA?
A: The penalty for failing to file a change of company secretary with ACRA is a fine of up to SGD 1,000.
Q: Can I appoint a company as my company secretary?
A: No, you cannot appoint a company as your company secretary. The company secretary must be a natural person who meets the eligibility criteria set by the Companies Act and the Companies (Appointment and Qualifications of Secretary) Regulations.
Q: What is the eligibility criteria for a company secretary?
A: The eligibility criteria for a company secretary includes being a resident in Singapore or a non-resident individual who has been approved by the ACRA, being at least 18 years old, and meeting the prescribed qualification and experience requirements.
Q: Can I appoint a company secretary who is not a resident in Singapore?
A: Yes, you can appoint a company secretary who is not a resident in Singapore, but you must obtain the approval of the ACRA before doing so.
Q: How long does it take to file a change of company secretary with ACRA?
A: The online filing system is usually processed within 1 hour, while the manual filing process may take up to 2-3 days.
Q: What documents do I need to file a change of company secretary with ACRA?
A: You will need to file the notice of change of company secretary in the prescribed form, which must include the name and NRIC/FIN of the new company secretary, the date of appointment of the new company secretary, and the reason for the change of company secretary (if applicable).
Q: Can I file a change of company secretary with ACRA myself?
A: Yes, you can file a change of company secretary with ACRA yourself, or you can appoint a professional service provider to do so on your behalf.
Q: What are the consequences of appointing an unqualified company secretary?
A: Appointing an unqualified company secretary may result in penalties and fines, and may also lead to the revocation of the company’s business registration.
Q: How do I obtain the prescribed form for filing a change of company secretary with ACRA?
A: You can obtain the prescribed form from the ACRA website or from the ACRA office.
Q: What is the role of the company secretary in a Singapore company?
A: The company secretary plays a crucial role in ensuring that a company complies with all relevant laws and regulations in Singapore. The company secretary is responsible for ensuring that the company’s constitution is complied with, and that the company’s financial statements are prepared and filed with ACRA.
Q: Can I file a change of company secretary with ACRA after the company’s annual general meeting?
A: Yes, you can file a change of company secretary with ACRA after the company’s annual general meeting, but you must ensure that the notice of change of company secretary is filed with ACRA within 14 days of the appointment of the new company secretary.
Q: How do I know if my company secretary is qualified?
A: You can check the qualifications and experience of your company secretary by checking the ACRA website or by contacting the ACRA office.
Q: What is the procedure for resigning as a company secretary?
A: The procedure for resigning as a company secretary involves giving written notice to the company and to ACRA, and ensuring that the company’s constitution is complied with.
Q: Can I resign as a company secretary if I am also a director of the company?
A: Yes, you can resign as a company secretary if you are also a director of the company, but you must ensure that the company’s constitution is complied with and that the company’s financial statements are prepared and filed with ACRA.
Q: What is the penalty for failing to file a change of company secretary with ACRA?
A: The penalty for failing to file a change of company secretary with ACRA is a fine of up to SGD 1,000.
Q: Can I file a change of company secretary with ACRA if I am a sole director and shareholder of the company?
A: Yes, you can file a change of company secretary with ACRA if you are a sole director and shareholder of the company, but you must ensure that the company’s constitution is complied with and that the company’s financial statements are prepared and filed with ACRA.
Q: What are the benefits of filing a change of company secretary with ACRA?
A: Filing a change of company secretary with ACRA ensures that the company complies with all relevant laws and regulations in Singapore, and that the company’s financial statements are prepared and filed with ACRA.
Q: How do I obtain a copy of the company’s constitution?
A: You can obtain a copy of the company’s constitution from the ACRA website or from the ACRA office.
Q: What is the procedure for appointing a company secretary?
A: The procedure for appointing a company secretary involves obtaining the consent of the new company secretary in writing, filing the notice of change of company secretary with ACRA, and ensuring that the company’s constitution is complied with.
Q: Can I appoint a company secretary who is a non-resident individual?
A: Yes, you can appoint a company secretary who is a non-resident individual, but you must obtain the approval of the ACRA before
