Private Limited Companies in Singapore are to oblige to Accounting and Corporate Regulatory Authority (“ACRA”) regulations. Annual filings – Annual General Meeting (AGM) and Annual Returns (AR) are compulsory for all Singapore companies even if it’s dormant. Failure to comply with ACRA compliance requirements in a timely manner can result in penalties and severe consequences.
Annual General Meeting (AGM)
All companies registered in Singapore are required to hold an Annual General Meeting (AGM) once every financial year for shareholders’ to look into its financial statements and voice out their concerns.
Under the Singapore Companies Act (Cap.50), it is stated that every company is required to hold the Annual General Meeting (“AGM”) on the below timeframe whichever earlier:
- once in every calendar year
- 15 months from the date of the last AGM
There is an exception for newly incorporated companies to hold their AGM within 18 months from the date of incorporation.
Annual General Meeting can be hold in a physical way, whereby shareholders gather OR it can also be held through written resolutions, which in this case, the physical appearance of the shareholders are not required for the meeting to take place.
The content of an AGM commonly discussed are:
- The financial report
- Directors’ fees and other remuneration
- Re-election of directors
- Change of Auditors
- Declaration of Dividends
Annual Return (AR)
Also, under the Companies Act, all companies registered in Singapore are required to file their annual returns (AR) within one month of holding the Annual General Meeting.
For a company to file their annual returns, the following information are required:
- Latest ACRA Bizfile
- Date of Annual General Meeting
- Financial statements if XBRL
Failure to comply with the above mentioned timeline will incur a penalty of S$300 per financial year for each filing.