All business owners are legally required to appoint a company secretary in Singapore, and this is one of the most important roles in the company. Company secretaries juggle a multitude of roles and duties, ensuring that your business operations run smoothly day-to-day.
It can be difficult to find someone who meets the necessary requirements and possesses the relevant qualities to excel in this role. Don’t even know where to start? This is everything you need to know about employing a company secretary in Singapore.
Responsibilities of a Company Secretary
In accordance with the Companies Act, it is a legal stipulation to appoint a company secretary when opening a company in Singapore. The company secretary is the main officer in charge of the company’s administrative, legal and advisory duties, which include but are not limited to the following:
1. Filing all necessary documents with ACRA, in compliance with Singapore company laws
The company secretary in Singapore handles all filing with the Accounting and Corporate Regulatory Authority (ACRA)
- These include the company’s annual returns, the appointment of new company officials, changes to the registered company name, office address and more.
- The company secretary must also update the relevant company directors on all filings matters with ACRA to keep them in the loop with any significant changes within the business at all times.
2. Maintaining the statutory registers and record books, as well as the upkeep of compliance requirements
- This includes the documents for the Annual General Meeting (AGM), which all companies in Singapore are required to have unless exempted for specific reasons.
- They also handle the recording of meeting minutes and ensures that the company’s minutes books are regularly updated to reflect any change in information or decisions made by the company officers during business meetings.
3. Providing professional support based on prior experience or qualifications
- The company secretary may be asked to support the board in legal, financial or general administrative matters when necessary.
4. Handling miscellaneous administrative duties
- This includes overseeing the proper use of the company seal and safeguarding the seal when it is not in use, if the company has one.
Appointment Criterion for the Company Secretary
ACRA states that the company secretary in Singapore must be appointed in the first 6 months of the company’s incorporation. In a private limited company, the position must be held by:
- A natural person locally residing in Singapore (Singaporean citizens, Permanent Residents, EntrePass or Employment Pass holders)
- An individual above 18 years old
Public company secretaries must additionally fulfil at least one of the following criteria:
- Worked as a company secretary for at least 3 years out of the 5 years before being appointed company secretary in Singapore at current company;
- Certified under the Legal Profession Act;
- Registered public accountant under the Accountants Act;
- A member of at least one of these organisations:
- Institute of Certified Public Accountants of Singapore
- Institute of Company Accountants (Singapore)
- Association of International Accountants (Singapore)
- Singapore Association of the Institute of Chartered Secretaries and Administrators
In the event that a private limited company fails to comply with the Companies Act, the government reserves the right to appoint a new company secretary who is qualified as a public company secretary.
Let Us Help You - Our Company Secretary Services
The company secretary in Singapore plays a vital role as an intermediary between the board and shareholders and an advisor to the directors on legal and administrative matters. The secretary ensures that the company adheres to the corporate procedures and legislations in accordance with the Companies Act.
Not only must they fulfill the professional requirements and possess the necessary legal knowledge, they must also be organized and reliable enough to handle administrative duties and keep your company directors and officers updated on official affairs. It is highly important to find someone suitable to fill the position of the company secretary in Singapore.
Given the extensive job scope as well as the corporate and legal knowledge required, firms in Singapore are highly recommended to engage a trusted corporate service provider or registered filing agent to appoint an experienced company secretary on their behalf.
Employing an external corporate service provider such as SJH Advisory is more cost-effective than hiring an in-house secretary. We can help connect you to a professional company secretary in Singapore and our services ensure that your company is fully in compliance with all corporate procedures and legislations.
We take care of various company secretarial services and responsibilities such as:
- Applying for the registration of your business
- Assistance in opening of corporate bank accounts
- Updating of company records
- Preparation of AGM documents and filing annual returns
- Preparation of documents with regard to the changes of company structure and officers’ particulars as well the lodgement via the local registrar
Interested in engaging our team of professionals? Find out more about our full suite of corporate secretarial services or contact us to get a FREE consultation.
Appointing a Company Secretary in Singapore - FAQ
The sole director of a company cannot also be appointed as the company secretary in Singapore. Persons who have been debarred also cannot serve as secretary. The Singapore government reserves the right to debar secretaries who infringe the Companies Act.
According to ACRA regulations, the company secretary in Singapore must be appointed within the first 6 months from a company’s incorporation date. If the position is vacant, the company must find a candidate within 6 months. Company directors who fail to ensure compliance with these regulations may face a penalty of up to $1,000.
The company secretary in Singapore is usually appointed during the company incorporation process. Business owners may employ an in-house secretary who possesses the necessary knowledge or experience. Alternatively, a trusted filing agency may also be engaged to provide professional secretarial services.
A qualified filing agency like SJH Advisory can draw on its extensive experience and knowledge to provide your company with the best professional services possible. You can rest assured that you are engaging a professional company secretary in Singapore and outsourcing can be more cost-efficient, compared to hiring an in-house secretary.
Companies that offer secretarial services may also provide other corporate services, such as company incorporation and assist in corporate bank account opening. Fostering a good working relationship with such companies will be beneficial to the future needs of your business. Contact us to get a FREE consultation.