Singapore Business Incorporation Requirements: Appointing a Company Secretary

Singapore has been a global business hub for various industries for many years, as the country offers a range of benefits for businesses looking to expand in Asia. Regulatory clarity, business infrastructure, and access to other Southeast Asian countries makes it a top destination for many entrepreneurs and business owners.

As stipulated by the Companies Act 1967, if you are looking to incorporate a business entity in Singapore, there are a few requirements that must be fulfilled , such as:

1. A corporate secretary – appointed within 6 months of incorporation
2. A local company address
3. Paid up capital
4. A local director

As explained, having at least one local director is a regulatory requirement for businesses to incorporate in Singapore.

This is an integral part of the regulatory framework that contributes to the transparency, accountability, and governance of companies operating in Singapore. It ensures that there is a responsible individual with ties to the local community overseeing the company’s operations and adherence to legal obligations.

Foreign businesses, however, might lack access in the local market which might lead to issues with appointing a local director.

Corporate secretarial service companies like Berru.co understand this and we provide services for clients to fulfil this requirement. We work with local agencies and / or reach out to our network to search for a suitable local director for our clients to fulfil the incorporation requirements in Singapore.

Such services to find locals in Singapore to be the company’s local director is commonplace across corporate secretarial service companies, and it is known as ‘Nominee Director’ services.

At its core, a corporate secretary is responsible for ensuring statutory compliance for a company. This includes:

• Ensuring the company’s activities adhere to the legal and regulatory framework in Singapore.
• Filing necessary documents with regulatory bodies such as Accounting and Corporate Regulatory Authority (ACRA) or Inland Revenue Authority of Singapore (IRAS) within stipulated timelines.
• Keeping abreast of changes in laws and regulations that may impact the company.

Good corporate secretaries are also able to take on an advisory role to support the board on for the following:

• Corporate governance best practices
• Corporate record keeping
  • Maintaining and updating statutory registers, such as the register of members and directors.
  • Safeguarding important company documents and ensuring their accessibility.
• Communication with shareholders, directors and various stakeholders
  • Serving as a point of contact for shareholders and managing communication channels.
  • Coordinating the distribution of annual reports and other relevant information to shareholders.
• Compliance with the company’s constitution and other relevant laws
• Identifying potential compliance risks and coming up with mitigation strategies

As explained, appointing a corporate (or company) secretary is a requirement within 6 months of incorporating your business in Singapore.

Now, imagine yourself splitting time between growing your business and the roles and responsibilities of the corporate secretary. This can be rather time consuming and take away time you could have spent on business growth.

Another approach to this will be to hire someone in-house to manage all these, but even then, this will take some time.

Instead, working with an external third-party corporate secretarial services firm will cut down the time on managing administrative tasks.

Corporate secretarial firms also offer a range of services to ensure you meet all legal and compliance requirements and you will engage a team of experienced professionals who will be able to effectively fulfil all the roles and responsibilities.

If you intend to operate your business in Singapore, appointing a corporate secretary is definitely a requirement.

As your business concierge for all corporate services in Singapore, our team at Berru.co brings a range of expertise in the fields of accounting, corporate secretarial services, and even growth and entrepreneurship. On top of ensuring our clients can fulfil the regulatory requirements, we are able to provide advice, network and guidance for our clients to run their business operations effectively in Singapore.

We pride ourselves as a high touch point corporate services firm and are zealous in seeing our clients grow together with us.

**This article was created for education and promotional purposes for Node Asia Services Pte. Ltd. and should not be constituted as financial or legal advice, and should not be used to influence investment decisions. Kindly consult with a licensed professional before implementing any of the topics discussed in this article.