Who Can be the Company Secretary Singapore

Posted by Cristina Sheltonz on November 20th, 2018

The lack of awareness or the knowledge regarding the statutory compliance of the Singapore company can get a director in trouble. The regulating agencies hold directors for the non-compliance. It is the reason why you need to understand who can be a company secretary in Singapore.

The law and rules can be complex and companies need someone familiar with them. A corporate secretary in Singapore is the main compliance officer of the company. In this capacity, the appointee ensures corporate governance and statutory compliance of the company. They also liaison with the regulatory authorities whenever the need arises.

Who Can be a Company Secretary of a Private Limited Company?

As per the Singapore Companies Law, an incorporated business has to employ at least a company secretary within the six months from its registration date. And the company directors are responsible for choosing a capable professional for the post. It is a critical appointment and a large majority of companies hire firms offering end-to-end company secretary services in Singapore.

Almost anyone, having requisite experience & knowledge, can be the company secretary for a private limited company in Singapore. Provided, that the appointee is,

• Ordinarily resident in Singapore (Singapore citizen, Permanent Resident, a Holder of the EntrePass or Employment Pass)

• Not the company's sole director

Who Can be a Company Secretary of a Public Limited Company?

However, it is not so easy to become the secretary for the public limited companies. It is much more responsibility. As per the Section 171 of the Companies’ Act of Singapore, only a certified professional can work in this capacity.

The criteria for the for qualifying as the company secretary of a public limited company is a bit stringent. The appointee needs to have worked for a company as a company secretary for at least three of the last five years before seeking the new appointment. In addition, the appointee has to be either a,

• Qualified professional under the Legal Profession Act

• Registered public accountant (Accountants Act)

• Member of the Institute of Certified Public Accountants of Singapore

• Member of the SAICSA

• Member of the Association of International Accountants, Singapore; or

• A Member of the Institute of Company Accountants, Singapore

What Does a Secretary Must Do for Singapore Company?

As per ACRA, a corporate secretary is one of the officials of the company and a stakeholder in its future growth. The agency expects them to be prompt with the discharge of administrative and compliance responsibilities.

A secretary can be held responsible for the laxness in discharging the duties and may be summoned by the authorities and incur fine or penalty. The following are a few of the duties of a company secretary in Singapore.

• Maintain and update statutory registers

• Convening and attending of Board Meetings

• Board resolutions and minutes for AGM & EGM

• Filing changes in the company & its officials to ACRA

• Filing changes in the shareholders to ACRA

• Safeguarding the Corporate Seal

A company secretary in Singapore is responsible for advising the directors on the compliance matters, due dates of statutory filings, etc. They are also responsible towards the welfare of the shareholders and their rights. They act as the bridge between the company and regulating authorities. In short, it means a lot of work for the appointee. That is the reason you should be careful in understanding, “Who can be company secretary Singapore?” and actually finding someone capable.