When you incorporate a company in Singapore, you are required by the Singapore Companies Act to appoint a corporate secretary within six months from the date of incorporation. The office of the corporate secretary shall not be left vacant for more than 6 months at any one time.
A corporate secretary fulfills a range of compulsory duties including: maintaining company records and statutory registers; arranging board meetings; as well as filing and updating documents with the Accounting and Corporate Regulatory Authority (“ACRA”). As the company grows this role increases in complexity, so while companies may opt to get a director to fulfill this role or to hire an independent corporate secretary, this certainly isn’t the best option.
It is important to realise that the requirements for the corporate secretary of a private company are much simpler than those of a public company. For a private company your corporate secretary simply needs to be an ordinary resident of Singapore and hold the requisite knowledge and experience to fulfil the duties. However, the requirements for the corporate secretary of a public company are much more stringent and complex, which is why a lot of public companies look to outsource this role to a corporate secretarial company.
With such an extensive list of corporate secretarial companies in Singapore, it can be rather hard to decide on the right one to suit your needs. We’ve created this article to show you the 5 key questions to ask when determining the best corporate secretarial services company to outsource to and how to determine the specific services you require.
Question 1: Does The Firm Have Staff That Have The Required Qualifications?
Whether you are a startup or a company looking to go public, it is always wise to engage a company with the best qualifications possible.
In Singapore, a corporate secretary of a public company must be suitably qualified, and satisfy one of the following criteria, at the very minimum:
- Been a secretary of a company for at least 3 of the 5 years immediately before his/her appointment as secretary of the public company
- Qualified person under the Legal Profession Act
- Public Accountant registered under the Accountants Act
- Member of the Institute of Singapore Chartered Accountants
- Member of the Chartered Institute of Secretaries Singapore
- Member of the Association of International Accountants (Singapore Branch)
- Member of the Institute of Company Accountants, Singapore
If the company you are considering has staff who can meet all these requirements, then you can be assured it is fully capable of handling the corporate secretarial services of both public and private firms.
Question 2: Do They Understand All The Local Rules And Regulations?
It is especially important to choose a reputable secretarial services firm that is aware of all the local rules and regulations, including any extensions or modifications.
They have to be able to handle the arrangement of AGMs, tax filing as well as the maintenance and filing of company records within the time stipulated by the authorities. Further to this, a great secretarial services provider should ensure that your business is well organised and in effect ensuring you save costs in the long run.
The final piece to consider when asking this question is in relation to international law. If your company operates internationally your company secretary will need to have knowledge of the local laws in different countries which may affect local proceedings, not just your domicile region. International law is vastly complex with rules about taxes, trade, currency conversion, and that contracts vary from region to region so it’s important you ask this question when considering not only the company but also the services you require for your corporate secretary.
Question 3: Do They Provide A Comprehensive Suite Of Solutions?
As your business grows, it can be beneficial to outsource the non-core functions to a single provider so your time and resources are free to focus on core functions and strategic opportunities. Non-core functions include: financial accounting (recording and preparing the income statement, the balance sheet and the statement of cash flows); tax filing; and company payroll (processing payment instructions, generating salaries and statutory reports, filing bank payments, and creating electronic pay slips).
Having all these services under one roof makes it easier for you in the short term as you don’t need to spend time hunting for individual providers, but also in the long term with the efficiencies created through having a single provider manage your non-core business operations.
Moreover, it is likely that your provider will be able to customise a specific package which encompasses all your business needs, allowing you to also enjoy significant cost savings.
Question 4: Does Your Firm Provide A Dedicated Corporate Secretary Or Account Manager For Your Company?
Having a single point of contact allows for excellent communication. Such an individual will be familiar with the history and operations of your company.
This allows for a long-term partnership and for your corporate secretary to grow with your business, providing personalised customer care.
There is a specific time-frame during which annual returns should be filed, and an Annual General Meeting should be held. Having a dedicated corporate secretary will ensure that all these details will be attended to promptly as non-compliance of any of these regulations could result in penalties.
Question 5: Am I About Go Public With My Company Or Am I Evolving My Corporate Structure?
As with any decision, you need to think about the future of your business and what direction you’re heading. If you’re considering going public or even evolving your corporate structure you will need a firm that goes beyond providing the basic corporate secretarial services. You’ll have to look for a provider that has a track record of handling not only regional but also multinational firms.
In addition to this, you will need to consider the services you may require pending the direction your company takes. As an example this could include any, or even all, of the following services: compliance; employee care; expansion (expat services and payroll); employee plan services; and shareholder support services like poll-voting and share registry.
If you are considering taking your company public there are further considerations required for the setup process, enlisting the support of a secretarial firm to manage this can ensure they manage the gruelling administrative work, saving you time and guaranteeing the process runs as smoothly as possible.
Looking For Corporate Secretarial Services In Singapore?
At BoardRoom, we are a top corporate services firm in Singapore with a 50 + year track record of success serving over 7,300 clients regionally. We are experts in helping companies, from multinational corporations to fast-growing SMEs, allowing them to focus on what matters – growing their business. From handling tax accounting to managing secretarial duties for companies across Asia-Pacific, our full suite of corporate services allow our clients to stay compliant, maximise savings and stay organised for better decision making.
Contact us today and empower your organisation with greater freedom through our range of corporate solutions.
Or you can also learn more about our corporate secretarial solutions here.