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Singapore Statutory Compliance Requirements

Introduction

The introduction section offers an overview of the general statutory compliance for Singapore incorporated companies.

Singapore Statutory Compliance Requirements

Once you have set up a company in Singapore, you need to take note of the various compliance with the Companies Act in order to avoid penalties or getting on the wrong side of the law.

While these requirements may seem intimidating to startups, a careful examination will show that most of these obligations are not particularly onerous or difficult to comply with. A professional corporate service firm will be able to attend to these requirements on your behalf.

The basic statutory compliance requirements in Singapore for incorporation are:

Financial Year End

Once a company is set up, it needs to determine its Financial Year End (FYE), which is essentially the completion of your company's accounting period. It need not be on the 31st December; it can be any day of the year. If the company is a subsidiary, its FYE must be the same as that of the parent company.

Local Resident Director

Every company must have at least one director who is an ordinarily resident in Singapore. Please see Company Director for more information.

Company Secretary

A company must appoint a local Company Secretary within six months of incorporation. Please see Company Secretary Company Secretary for more information.

Registered Office Address

A company needs to have a registered office in Singapore that is open to the public for at least three hours per day during normal business hours on weekdays. The registered address must be a physical address, i.e., no PO Box is allowed.

After incorporation, you will need to take note of the following:

Registering with Singapore Central Provident Fund (CPF) & Skill Development Fund (SDF)

The CPF is a compulsory pension fund scheme in which the employer and employee contribute a percentage of monthly salary to the fund. CPF contributions are mandatory for all local employees who are a Singapore citizen or PR earning more than SGD50 a month. Employment Pass holders do not need to contribute to CPF.

A company is also required to contribute a fee to the Skill Development Fund (SDF) for all employees up to the first SGD4,500 of gross monthly remuneration at the rate of 0.25 percent or SGD2, whichever is higher.

Please visit CPF website for more information

Company Registration Number Disclosure

The Singapore Companies Act now requires every company to have the registration number (also known as Unique Entity Number) on all business letters, statements of account, invoices, official notices and publications.

Notification of Changes

A company must update the Registrar of Companies (ACRA) whenever there is a change in the company’s particulars, such as change of shareholders, share capital and officers. Failing to do so may subject the company to penalties.

Tax and Accounting Requirements

Companies must ensure that proper books of accounts and other records are kept and archived for at least five years, as stipulated by the Singapore Companies Act.

Business Licenses and Permits

In Singapore, certain business activities, such as selling of alcohol and private schools, are regulated. A company must obtain the necessary licences and permits from the relevant authorities before it can commence business.

Annual General Meeting (AGM) and Filing of Annual Returns

A company must hold an AGM every calendar year, with its financial statements tabled at the AGM for shareholders’ approval. The company must then file its Annual Return within one month of its AGM.

Appointment of Auditors

Singapore company (except for Small Entities) must appoint an auditor within three months of incorporation.

Singapore Goods and Services Tax (GST) Registration

If the company has an annual turnover that exceeds or is likely to exceed SGD1 million, it must register for GST. Please see Singapore Taxation System for more information.