Company Secretary Services in Singapore
Atriox offers corporate secretarial services to businesses in Singapore. We have a team of professional and experienced corporate secretaries to advise the Board and ensure good corporate governance in the company.
What Is a Corporate Secretary?
The corporate or company secretary will be the primary officer in charge of numerous administrative and reporting responsibilities a company is required to adhere to all the regulatory requirements set by ACRA and IRAS. He/She also holds the role of an advisor to the board of directors and top management on their statutory obligations.
It is important to note that the responsibilities of a company secretary in Singapore will vary depending on the company needs. Here are some examples of the responsibilities of a company secretary:
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Maintain and update the company registers and minutes books
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Administer, attend and prepare minutes of meetings of directors and shareholders
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Ensure company directors are aware of the filing of annual return before the deadlines and other filings required by ACRA
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Inform the company directors and shareholders about the changes in corporate regulations
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Advise the board of directors and shareholders about their roles and responsibilities on top of what should be done to continue being compliant with the law
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Be the point of contact for the company shareholders and communicate with them regularly
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Ensure the safe custody and proper use of the company seal
Why do I need a company secretary?
The Accounting and Corporate Regulatory Authority (ACRA) stipulates that it is compulsory for all every company in Singapore to appoint a corporate secretary within 6 months of its incorporation. Only sole proprietorship and limited liability partnership (LLP) business entities are not required to appoint a company secretary.
In addition, as a company develops and grows, directors will progressively be preoccupied with business operations. Consequently, companies in Singapore, such as startups, are more likely to suffer delays in filing financial year end tax returns, resulting in companies receiving penalties. This is when the company secretary service can ensure statutory compliance requirements and corporate governance regulations are met. It is the duty of a company secretary to help company directors to be aware of annual return filing and submit audited financial statements on time each year.
Benefits of outsourcing corporate secretarial services in Singapore
Obtaining corporate secretarial services is beneficial to a company as he/she plays a pivotal role in a company related to administrative, advisory, and fiduciary. Besides safeguarding the company seal, a company secretary holds the fiduciary responsibility to always act truthfully while acting in the company's best interests.
For most businesses in Singapore, there is no need for a full-time secretary. Hence, outsourcing the corporate secretary role is more cost-saving and can ensure experienced and certified professionals are handling the secretarial responsibilities. Above all, acquiring corporate secretarial services can help a business to focus on what truly matters, running its core business functions toward success.
Read more on why you should outsource company secretary services.
Why Outsource Company Secretary Service in Singapore
Outsourcing corporate secretary duties is a great way for a company to save time and money, especially for non-residents of Singapore. According to Section 171 (1AA) of the Companies Act, a corporate secretary must be either:
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Singapore resident - Singapore Citizen or Permanent Resident
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Hold a Singapore Employment Pass / Entrepreneur Pass / Dependant Pass
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A natural person
A qualified corporate secretary needs to possess the required qualifications and should have been practicing as a corporate secretary for 3 or more of the 5 years before appointment. Furthermore, he/she must be a public accountant that is registered under the Accountants Act. It is also important to note that the corporate secretary appointed fully understands the law and statutory requirements of Singapore. The sole director or shareholder of a company cannot be assigned as a corporate secretary at the same time.
Atriox is your trusted partner for Singapore company secretary services
Incorporated in 2017, Atriox Management understands the special needs of companies in different business sectors in Singapore or foreign companies trying to establish a presence in Singapore. This enables us to provide practical advice, allowing management to focus on running the business. Together with our accounting and tax services, Atriox Management can offer synergistic value to our clients by being a one-stop service provider.
For more information about Atriox's corporate secretarial services, read more:
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Risks of not appointing
a qualified company secretary
Singapore corporate secretary is required to identify and prevent non-compliance with Singapore Companies Act. Failure to adhere to compliance matters will result in hefty fines, penalties, and imprisonment. Engaging a professional and experienced corporate secretary provider is crucial for business compliance.
Here are some of the common offenses and possible mistakes if you do not have a reliable corporate secretary:
1. Failure to create business resolutions
2. Failure to notify registrar of changes in situation of business hours, registered address, changes in Directors and officers
3. Non-compliance with Companies Act and Companies Regulations
4. Improper record management
5. Non-compliance may lead to severe penalties such as fines, imprisonment and removal of director or corporate secretary from his/her appointment
6. Failure to comply with statutory filing deadlines
7. Failure to lodge Annual Returns within one month from holding the Annual General Meeting
FAQs
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When should we appoint a company secretary?
All Singapore companies must appoint a company secretary within six months of the incorporation of the business. Note: The company secretary position must not be vacant for more than six months or may face a fine of up to $1,000.
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Can I be a corporate secretary in my own company?
Only if you are fulfilled the below requirement:-
Singapore resident
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Possess the required qualification
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Practising as a corporate secretary for at least 3 of the 5 years before appointment.
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Not the sole director of your company (Required to have more than 1 director in your company)
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Does a Singapore branch office need to appoint a company secretary?
No.
It is not compulsory for a Singapore branch office to appoint a company secretary.
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Can my company secretary help me open a corporate bank account?
Yes.
A company secretary can assist you in opening a corporate bank account. Most of the required documents for opening a corporate account at any bank need to be certified only by the company secretary or one of the directors of the company. Co-sign by the company secretary is needed by some banks if you are the only director in your company.
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Can a company secretary act as a nominee director?
Yes. Most corporate secretarial service provider offers nominee director services. However, a nominee director must be either:-
Singapore citizen
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Singapore permanent resident
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Holder of a valid work permit in Singapore
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Can my company secretary provide a registered office address?
Yes. This is a great way to help save rent and making sure all important letters are read when you use the company secretary provider's address as your registered office address.
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How can company secretary help in the process of changing a company name?
Before a company submit the application for ACRA’s approval of the company name change, your secretary can help with:-
Prepare a written resolution to approve the change of company name
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Organise and inform shareholders the date of general meetings
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Provide everyone with the meeting agenda mentioning the resolution to authorise the change of the company name
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How do I terminate the services of our company secretary?
Requesting the company secretary to resign would be the best method. However, the board can also approve a resolution to terminate the company secretary and notify ACRA within 14 days.
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How to change my company secretary in Singapore?
You can prepare and submit the following documents:-
Resignation letter of the previous company secretary
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Directors’ resolution accepting the resignation of the previous secretary and appointing the new company secretary
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Fill up the Form 45B which indicates the consent of the new company secretary to take up the appointment
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Lodgment to notify ACRA of the changes within 14 days.
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