In Singapore, appointing a company secretary is not optional — it’s a legal requirement. Every private limited company must have at least one qualified company secretary within six months of incorporation. Whether you’re a startup founder, a foreign entrepreneur, or managing multiple entities, understanding the role and responsibilities of a company secretary is crucial for ensuring compliance and avoiding penalties.
In this article, we’ll break down the importance of a Singapore company secretary, what the law requires, and how professional secretary services can keep your business on track.
What Does a Company Secretary Do in Singapore?
A company secretary in Singapore is an appointed officer responsible for maintaining the company’s legal and regulatory obligations.
While directors manage the day-to-day operations, the secretary ensures that the company stays compliant with the Accounting and Corporate Regulatory Authority (ACRA), the Companies Act, and other regulatory frameworks.
Why Is a Company Secretary Mandatory?
Under Section 171 of the Singapore Companies Act, every company must appoint a company secretary who is ordinarily resident in Singapore. This ensures that someone is always locally available to handle corporate governance matters. If a company fails to appoint a secretary within six months of incorporation, it may face fines, penalties, or legal repercussions. This rule applies to both local and foreign-owned companies.
Who Can Be Appointed as Company Secretary?
The criteria for appointing a company secretary in Singapore are strict. The person must:
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Be a natural person who is ordinarily resident in Singapore (i.e., a citizen, permanent resident, or EntrePass holder)
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Have relevant experience or professional qualifications, especially for public companies
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Not be the sole director of the company (for private limited companies with only one director)
It’s worth noting that for public companies, the secretary must have formal qualifications, such as being a member of a professional body (e.g., ISCA, SAICSA, or a qualified lawyer/accountant).
Key Responsibilities of a Company Secretary
The role is far from just administrative. A good company secretary handles a wide range of responsibilities that ensure a company stays legally sound and fully compliant. Here are the core duties:
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Maintaining statutory registers and records
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Filing annual returns and updates with ACRA
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Ensuring the company complies with the Companies Act
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Organizing and recording board meetings and AGMs
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Advising directors on corporate governance
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Issuing share certificates and maintaining share registers
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Filing resolutions and changes in company structure
The secretary is also the main liaison between the company and regulatory bodies such as ACRA and IRAS.
Should You Hire a Corporate Secretarial Service?
Most startups and SMEs outsource this function to professional firms such as Ouzhou Consulting. This is especially beneficial for foreign founders who may not meet the residency or qualification criteria. A corporate secretarial service provider ensures that all obligations are handled professionally, efficiently, and on time.
These providers usually offer secretary services as part of a company formation package, making the process smooth from day one.
How Much Does It Cost?
The cost varies depending on the complexity of your business and the service provider. Basic secretarial services for SMEs usually range between SGD 300 to SGD 800 per year. This often includes:
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Appointment of a named company secretary
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Preparation and filing of annual returns
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AGM scheduling and documentation
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Basic compliance advice
Premium packages may also include custom corporate governance support, filing of share transfers, and dedicated compliance officers for larger firms.
What Are the Risks of Non-Compliance?
Failing to appoint or maintain a company secretary in Singapore can lead to hefty penalties. ACRA may issue fines, and the directors may be held personally liable. Non-compliance can also damage your reputation with banks, investors, and partners. That’s why it’s crucial to have an experienced secretary who can proactively handle deadlines and documentation.
How to Choose the Right Company Secretary
Not all company secretaries are equal. Look for the following when choosing your provider:
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ACRA-registered filing agent status
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Strong track record with Singapore SMEs
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Transparent pricing and no hidden fees
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Digital platform for easy document access
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Responsive support team familiar with your industry
A secretary isn’t just a compliance officer, they are your partner in corporate governance.
A Strategic Partner for Your Business
Appointing a company secretary in Singapore is more than ticking a legal checkbox. It’s about ensuring your business stays compliant, well-documented, and prepared for growth.
Whether you’re just starting out or expanding your operations, working with a professional company secretary service is the smartest way to avoid risk and focus on what really matters, growing your business.
