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Company Secretary Role in a Singapore Registered Company

Once you have undergone company registration in Singapore, you are legally liable to appoint a Company Secretary. Under the statutory laws, Singapore’s Company Act provides governance on the appointment of the company secretary which has to be done within 6 months of a company’s incorporation. As such, you would need to be mindful of the timeline given if you do not want to run afoul of the law in Singapore.

Company secretary services are part of your business requirements. This requirement is set by the Accounting and Corporate Regulatory Authority of Singapore, better known as ACRA. It is a normal misconception that secretarial matters only include sound administrative capabilities because that is where the bulk of their work comes from. A company secretary’s roles and responsibilities in a registered company in Singapore is far more than just filing and taking down notes. A Singapore company secretary’s roles extend beyond that.

In the first place, international company owners need to understand who would be eligible to be appointed as a company secretary at their office. He or she has to be a Singapore resident i.e. Singapore citizen, Singapore permanent resident, Employment pass holder or Dependant pass holder. You can also elect to contact and appoint professional consultancy services who would be able to act as a company secretary on your behalf. The consultancy service would then be obliged to undergo all legal and statutory registrations and responsibilities which a company secretary would have to perform for registered companies in Singapore. This is a popular option as it allows business owners – especially foreigners who would not have such a strong understanding of Singapore’s business law – the opportunity to pay more attention to corporate operational matters.

In any incorporated company in Singapore, the company’s constitution is stated in the Memorandum and Articles of Association. These two documents are very important and highlight all matters pertaining to the structure, operations and management of the company. It is the company secretary’s responsibility for upkeep of these two documents. Whenever there are any proceedings or changes, the Directors of the company will turn to the company secretary in order to find out what is outlined or contained in both the Memorandum and Articles of Association. They would also need to be well versed in the regulations contained in the Companies Act as Directors or Managers would likely turn to them for their opinion especially when it comes to compliance. As such, if there are any changes to the structure of the company or rates of shares, it would be the company secretary’s responsibility to inform the Directors of the best way to follow through the changes which should be in keeping with the Company Act.

It is also under the purview of the company secretary to make sure that all records are updated and well maintained. This includes written material such as memorandums and notices to board members especially when there is information about board meetings and the annual general meeting. The company secretary is also tasked with assisting for the drafting of resolutions for any matters pertaining to the company. A common example would be including the preparation of resolutions for change of dividends, shares or payout of dividends. During the board meetings and annual general meetings, the company secretary is also on hand to ensure that all proceedings and procedures are strictly adhered to. If it is required during the meeting, the company secretary would also be called upon to give more information about certain regulations and requirements as stated in the Company Act. The company secretary would also be responsible for preparing and filing annual company tax returns by the appropriate deadline with ACRA.

As such, it is clear to see that the company secretary’s role is not merely taking down minutes of meetings and keeping the filing system well maintained. Company incorporation follows strict regulations and guidelines and in the company, the secretary is the main gatekeeper for such regulatory compliance matters. Thus, it would be a good idea to seek services of professional accounting and financial consultants who are tasked with providing such service to their clients and ensuring that all matters relating to statutory requirements are upheld and followed at all times. A simple email the the team requesting consulting on these matters would be a good starting point to find out more about how these services would be able to help you and your registered company.

As entrepreneurs, you need to know that the central business decisions are correctly implemented in compliance with local entities and laws. For this, a coordinated approach is very crucial. Fortunately, Paul and Hype Co. team of skilled and qualified staffs can ensure that your business is complying with the local laws and entities and ensure that your company receives the very best on secretarial and governance services by offering:

  1. No fuss approach while providing your business various secretarial solutions, giving you the full opportunity to exploit your company’s resources to their optimal potential
  2. No worries, knowing your business will comply with all reporting and regulatory requirements
  3. Hands-on experience of an international legal practice; understanding of regulatory and legal frameworks from inside out
  4. Flexibility in fee structure and rates that fits your requirements
  5. Full access to vital documents and details, 24/7
  6. A single dedicated project manager
  7. Instant access to company information via dedicated portal system

We offer customized and affordable solutions depending upon your corporate secretarial requirements.

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*For more information about Paul Hype Page & Co. professional services, click here

Posted on December 3, 2013 at 2:36 pm
Categories: Company Secretary Service

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