Introduction
The Government of Singapore continuously strive to maintain the tag of the country as a global hub for investors and businesses. It has introduced its companies act last year and Ministry of Finance (MoF) of Singapore and Accounting and Corporate Regulatory Authority (ACRA) have conducted an in-depth review of the Companies Act, 2016. This revision culminated the formation of Companies (Amendment) Act, 2017 which address the concerns regarding increased administrative for small and medium scale companies. It was passed in the meeting of the Parliament on 10th March, 2017 and the presidential assent was granted on 29th March, 2017.
We shall highlight the major amendments in the following paragraphs. This article shall also cover deadlines prescribed for implementation of new guidelines and the objectives behind introducing the amended law.
Objectives
As per the statement made by the authorities the primary objectives for introduction of the new law are:
- Enhanced Transparency in the control and ownership of the business;
- Reduction in compliance and administrative cost for the companies;
- To give a push to Singapore’s competitiveness as a global business hub.
The Beneficiaries of amendments
Small and medium scale companies registered in the Republic of Singapore shall be finding these amendments most beneficial as reduce a lot of their administrative costs. Further, the foreign entities planning to change their domicile to Singapore shall see a new ray of hope by introduction of new guidelines.
Key Amendments and Deadlines
The following table shall highlight the major amendments and scheduled deadlines.
The companies and LLPs registered in Singapore, including foreign companies, are mandatorily required to maintain registers of registrable controllers as per the places prescribed in the law 31st March, 2017.
| Particulars | Provision | Deadline |
| Enhancing Transparency | The liquidator shall maintain the records of liquidated companies for a period of five years after liquidation.
The requirement was only two years under previous provision. |
31st March, 2017 |
| The option to destroy the company’s records in the event of winding up have been waived off. Earlier, the members
and the creditor of the company had the option to destroy the records earlier than the period provided in the law. |
31st March, 2017 | |
| All the companies who are struck off are required to maintain their records for at least five years | 31st March, 2017 | |
| The nominee directors are now required to disclose their status of nominee director and the details of the
nominators to the companies. A register of nominee director should also be maintained |
31st March, 2017 | |
| The issue and transfer of bearer shares and share warrants are not allowed for companies registered in
Singapore |
31st March, 2017 | |
| A register of members of the foreign company required to be maintained. | 31st March, 2017 | |
| The legal requirement of have a common seal have been waived off. | 31st March, 2017 | |
| Change of Domicile | The companies registered in foreign countries can now change their domicile to Singapore. There was no such provision under previous regulations. |
First half of 2017 |
| Conducting AGM and filing of Returns | All the listed and non listed companies shall now align their annual return filing with financial year.
Private companies are exempted from conducting AGM. It will reduce their administrative expenses. |
Early 2018 |
Bottom Line
The changes bought in by the new law are appreciable and shall attract more investors to the country.
Please feel free to contact us at [email protected] for making your company 100% compliant with the new regulation.
