Appointing a Singapore company secretary is more than a formality—it’s a legal obligation under the Companies Act. All locally incorporated companies must appoint a company secretary within six months of incorporation, and for good reason.
The company secretary plays a central role in maintaining legal compliance, ensuring smooth internal operations, and supporting good governance. In this article, we’ll walk you through what a company secretary really does, why they’re so essential for your business, and how this role ensures your company stays in line with Singapore regulatory framework.
What Is a Company Secretary?
A company secretary in Singapore is far more than just an administrative figure, they are a key officer of the company who acts as a vital link between the board of directors, shareholders, and regulatory bodies. Their primary role is to facilitate communication, ensure compliance, and maintain transparency within the company’s operations.
Depending on the company type and structure, the specific duties may vary, but all Singapore-incorporated companies (except for sole proprietorships and partnerships) are legally required to appoint one.
The secretary also acts as an advisor to the board and a liaison with external parties such as ACRA (Accounting and Corporate Regulatory Authority) and professional service providers).
Who Can Be a Singapore Company Secretary?
According to the Singapore Companies Act, the individual appointed as a company secretary must meet the following conditions:
- Qualified and knowledgeable: The person should have experience with corporate regulations and must understand company law, including statutory compliance and filing requirements. This is especially important for public companies, where stricter standards apply.
- Locally based: The secretary must be an ordinary resident of Singapore. This includes Singapore Citizens, Permanent Residents (PRs), and EntrePass holders. In some cases, Employment Pass (EP) holders with a local address may also qualify.
- Resident requirement: The individual must reside in Singapore, regardless of whether the company is foreign- or locally-owned.
What Are the Key Responsibilities of a Company Secretary?
To fully understand the value of a company secretary, let’s take a closer look at their main areas of responsibility. These responsibilities go beyond paperwork—they support governance, transparency, and long-term stability. Here’s what you need to know.
Statutory Compliance:
- Preparing and filing annual returns with ACRA
- Ensuring the company remains fully compliant with the Companies Act
- Keeping directors informed of upcoming deadlines and legal responsibilities
Maintaining Company Records:
- Updating and maintaining registers of directors, shareholders, and company officers
- Recording and storing minutes of board meetings and resolutions
- Ensuring that statutory books are accurate and updates as required
Advisory Role:
- Advising directors on their legal duties and statutory obligations
- Providing practical administrative support for decision-making
- Preparing board meeting materials and supporting governance structures
- Ensuring new directors are properly onboarded per legal and constitutional requirements
Facilitating Shareholder Meetings:
- Organizing, preparing, and circulating meeting agendas
- Documenting resolutions and shareholder decisions
- Filing resolutions and notices with regulatory authorities as necessary
A professional company secretary ensures that the company runs in a transparent and legally sound manner. Their role is especially important as businesses scale or expand into more regulated sectors.
Why Is a Company Secretary Important for Singapore Businesses?
It may be tempting to view the company secretary as a mere formality, but in reality, this role is foundational to your company’s long-term success. Here’s why every Singapore business should take this role seriously:
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Ensuring Full Legal Compliance and Avoiding Penalties
A competent company secretary helps ensure that all legal obligations are met on time and in full. Missing a deadline or failing to submit statutory documents can result in penalties, reputational harm, or even the involuntary striking off of your company.
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Keeping Operations Smooth with Less Administrative Stress
By taking charge of administrative and regulatory responsibilities, the company secretary allows founders and management to focus on growing the business. With someone managing corporate governance behind the scenes, your operations run more smoothly.
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Supporting Strong Corporate Governance and Business Integrity
Maintaining good governance practices builds trust with stakeholders, investors, and even regulators. A diligent secretary keeps meeting records, resolutions, and internal policies transparent and professionally managed.
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Acting as Your Bridge to Singapore’s Government and Regulators
The company secretary also acts as the main contact point between your company and Singapore’s regulatory authorities, including ACRA. Whether it’s responding to government queries of filing updates, the secretary ensures that your business communicates effectively with official bodies.
Read more: 4 Benefits of Hiring a Professional Corporate Secretarial Services
What Happens When a Company Doesn’t Have a Professional Company Secretary?
For many companies, especially startups or small businesses, it’s tempting to delay appointing a qualified company secretary or to treat the role as a minor administrative task. But the consequences of not having a professional corporate secretary can be more serious than most expect.
Without a knowledgeable secretary overseeing compliance, companies risk falling behind on critical filings and regulatory obligations. In Singapore, the Accounting and Corporate Regulatory Authority (ACRA) enforces strict deadlines for tasks like filing annual returns and maintaining registers. Missing these deadlines can lead to financial penalties, legal repercussions, or even company deregistration.
Lack of professional support also impacts corporate governance. Essential tasks like preparing board meeting minutes, managing shareholder communications, and ensuring accurate record-keeping often get neglected. Over time, this creates gaps in documentation, undermines transparency, and exposes the company to unnecessary risk.
Finally, without a corporate secretary, companies may lack a clear point of contact for government communications. This disconnect can result in missed notices, misunderstandings, or delays in responding to regulatory authorities, all of which can harm a company’s credibility.
How to Choose the Right Company Secretary?
Choosing the right company secretary is about more than just meeting legal requirements. It’s about finding a trusted partner who will safeguard your business’s compliance and support long-term growth. Here’s what to look for:
- Deep Knowledge of Singapore’s Corporate Laws
A good company secretary should have a solid grasp of the Companies Act, ACRA guidelines, and the evolving regulatory landscape. This expertise ensures your company stays compliant and avoids costly mistakes.
- Proven Track Record of Reliability and Accuracy
Accuracy and punctuality are key. Whether it’s filing annual returns or preparing meeting documents, your company secretary must deliver consistently and on time.
- Tailored Support for Startups and SMEs
Many newer businesses operate on tight budgets and lean teams. Choose a provider that understands your stage of growth and offers services at a reasonable rate—without compromising quality.
- Responsiveness and Clear Communication
Your company secretary should be approachable, responsive, and able to explain complex requirements in simple terms. This clarity is essential when you’re juggling business priorities.
Selecting the right company secretary is a decision that shapes the operational health and compliance of your business—so make it count.
Keeping Your Business on the Right Track with One Tax CM
Running a business in Singapore comes with immense opportunities—but also complex regulatory responsibilities. That’s where One Tax CM comes in. We offer expert company secretary services tailored to businesses of all sizes, from agile startups to established enterprises.
With our experienced team by your side, you can rest assured that your business will remain fully compliant with Singapore’s corporate laws. From filing annual returns to maintaining statutory registers and assisting with shareholder communications—we’ve got you covered.
Let us handle your corporate governance while you focus on growing your business. Contact One Tax CM today at +65 6708 9369 or visit www.onetaxcm.com to secure a trusted company secretary for your business.
FAQ
- Is it mandatory to appoint a company secretary in Singapore?
Yes. Under the Singapore Companies Act, all locally incorporated companies must appoint a company secretary within six months of incorporation. Failure to do so may result in penalties or compliance issues.
- What are the main responsibilities of a Singapore company secretary?
A company secretary is responsible for ensuring statutory compliance, maintaining corporate records, filing annual returns, advising directors on legal obligations, and facilitating shareholder meetings.
- Can I appoint myself as the company secretary of my own company?
Yes, but only if your company has more than one director and you meet the requirements (e.g. being an ordinary resident in Singapore and having adequate knowledge of compliance matters). A sole director cannot also act as the company secretary.
- What qualifications are required to be a company secretary in Singapore?
For private companies, there is no strict qualification requirement, but the person must be a Singapore resident. For public companies, the secretary must have formal qualifications or experience, such as being a qualified lawyer, accountant, or a member of a professional body.
- Why should I outsource company secretarial services to a professional firm?
Outsourcing ensures accuracy, timely filings, and ongoing compliance with evolving regulations. It also frees up your time to focus on business growth while professionals handle your governance and statutory duties.