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Corporate Secretarial Service

When incorporating a company in Singapore, you are required to appoint a company secretary within six months of incorporation in accordance to the Singapore Companies Act. We offer Company Secretary Services and can provide your company with a company secretary. A company secretary must be a Singapore resident who is a Singapore citizen or permanent resident, or holder of Singapore Employment Pass/EntrePass/Dependent Pass.

Responsibilities of a Company Secretary

In addition to monitoring and ensuring compliance with relevant legal requirements, a company secretary also has the following responsibilities:

Board Meetings

Co-coordinating the operation of the company’s formal decision making and reporting machinery; formulating meeting agendas with the chairman and /or the chief executive; attending meetings, taking minutes; maintaining minute books; certifying copies of minutes and ensuring that correct procedures are followed.

General Meetings

Originating and obtaining internal and external agreement to all documentation for circulation to shareholders; co-coordinating the administration and attending of meetings, taking minutes and ensuring that correct procedures are followed.

Company Constitution

Ensuring that the company complies with its constitution and drafting/incorporating amendments in accordance with correct procedures.

Maintaining Statutory Registers and Books:

Statutory Returns

Updating ACRA on:

  • any changes in the director(s) of a company or particulars relating to director(s)
  • changes to a directors name or residential address
  • removal from office in accordance with the Singapore Companies Actor the constitution
  • disqualification from holding office
  • appointments/resignations/deaths
  • annual return
  • change of company name
  • adoption, alteration and revocation of constitution
  • issue of shares
  • any other changes that requires updating with ACRA

Report and Accounts

Coordinating the publication and distribution of the company’s annual report, accounts and interim statement, and the preparation of the directors’ report.

Share Registration

Maintaining the company’s register of members, dealing with transfers and other matters affecting shareholdings and dealing with queries and requests from shareholders.

    Shareholder Communication

Communicating with the shareholders (i.e. through circulars), payment of dividends and interest, issuing documentation regarding rights issues and capitalization issues, general shareholder relations and relations with institutional shareholders and their investment protection committees.

    Shareholder Monitoring

Monitoring changes within the register of members to identify an apparent ‘stake-building’ in the company’s shares by potential takeover bidders and making enquiries of members as to beneficial ownership of holdings.

    Share and Capital Issues, Transfers and Restructuring

Implementation of changes in the structure of the company’s share and loan capital and devising, implementing and administering directors’ and employees’ share participation schemes.

    Acquisitions and Disposals

Participating as a key member of the company team established to implement corporate acquisitions and disposals, protecting the company’s interests by ensuring the effectiveness of all documentation and that due diligence disclosures enable proper commercial evaluation prior to completion of a transaction.

    Corporate Governance

Reviewing developments in corporate governance and advising and assisting the directors with respect to their duties and responsibilities, compliance with their personal obligations under company law and, if applicable, Stock Exchange requirements.

    Non-Executive Directors

Acting as a channel for communication and information with non-executive directors.

    Company Seal

Ensuring the safe custody and proper use of the company seal if provided for in the company constitution.

    ACRA Compliance Alert and Reminders

We will send reminders to you on filing deadlines and compliance matters.

Our Company Secretary Package provides:

  • Acting as named Corporate secretary by our qualified staff
  • Safekeep company common seal
  • Maintaining the Minutes and Register Books
  • Drafting of standard directors resolutions and minutes (indicated as free below)
  • Advice on secretarial/statutory/compliance/accounting/tax matters
  • Monitoring and ensuring compliance with relevant legal requirements, particularly under the Companies Act and Income Tax Act. Regular compliance alert via email and call.
  • Preparation of Annual General Meeting minutes
  • Submit annual return and XBRL to ACRA when due