Corporate Secretarial Services

What is Corporate Secretarial Services? The Corporate Secretary is an appointed officer of the firm in compliance with the Singapore Companies Act. It is an important mandatory role and is required for any firm registered under the Accounting and Corporate Regulatory Authority (ACRA) as a Private Limited company.

Morrison Consultants run a variety of corporate secretarial services in Singapore that will allow you and your company to act within legal guidelines in Singapore. Our services can be called into effect on Singapore-incorporated organizations, overseas corporations with a representative branch within Singapore, or even offshore companies.

  • Company Incorporation Services

  • Appointment of the Company Secretary

  • Preparation of Board/Shareholder’s resolution

  • Annual General Meetings & Extraordinary General Meetings

  • Provision of Registered Address

  • Maintaining Statutory Books & Registers

  • Annual Filings with ACRA

  • Statutory Reporting

 
 

List of Corporate Secretarial Services We Provide

 
 
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Appointment of the Company Secretary

In accordance with Singapore Companies Act, all Singapore Companies must hire a competent Company Secretary within six months of incorporation whose primary role is to oversee regulatory compliance, especially in a private firm with only one director. In such situations, that individual is not allowed to fulfil the role of a company secretary.

In such cases, where you do not have an individual ready to undertake this role or are not a resident in Singapore and require a signatory within the country, then Morrison can act as your nominee secretary.

 

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Annual General Meetings & Extraordinary General Meetings

We also specialise in the preparation of documents for the following matters:

  • Your company's financial statements (accounts) are presented to shareholders (members) at an annual general meeting (AGM). All Singaporean companies are required to hold AGMs.

  • An extraordinary general meeting (EGM) of the shareholders of the firm in Singapore (apart from the statutory meeting and the AGM) at any time depending on the urgency of the matter that requires shareholder approval (for example, alteration of the company’s constitution) arises within the company.

 
 
Compulsory Winding Up

Preparation of Board/
Shareholder’s Resolution

As a company secretary, our duty is to document in writing decisions made by the board of directors. Resolutions made by the board and recorded by the company secretary serve as a formal, legal record of major decisions and sometimes serve as proof of compliance.

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Annual Filings with ACRA

All Singapore-incorporated firms are required to file annual returns with ACRA under the Companies Act to verify that the firm's information on ACRA's register is accurate.  Failing to do so may result in facing enforcement action by the authorities.  We can file the annual filings on ACRA’s online filing portal BizFile on behalf of the company.

 
 
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Provision of Registered Address

A registered office must be operational and accessible to the public during normal office hours, but need not be where the company or LLP conducts its activities (e.g. registered office address is in Sophia Road, but the factory is in Tuas).

In Morrison, we provide our registered office address where all communications and notices to the firm or LLP may be addressed, and the place where the firm’s or LLP’s register and records are kept.

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Maintaining Statutory Books & Registers

The Singapore Companies Act requires every company to maintain certain registers as part of the administrative records and are usually maintained as official books.

In Morrison, we do the proper maintenance and updating of these registers that all companies must fulfil such as the Register of Directors, Shareholders, Secretaries and Auditors.

 
 
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Statutory Reporting

The annual return is an electronic form that is filed with ACRA and contains important company information such as the names of the directors, secretaries, and members, as well as the date the financial statements were compiled. As your appointed company secretary, it is our responsibility to file the annual return on the company’s behalf on ACRA’s online filing portal, BizFile+.

 
 

Cost of Hiring Corporate Secretarial Services In Singapore

Before your firm is incorporated, the Companies Act requires secretaries to conduct pre-screening for Directors and Shareholders.

On a yearly basis, your secretary is responsible for undertaking frequent ongoing monitoring of the company's key individuals, depending on the company's risk profile, to assist in preventing money laundering and terrorist funding. A Reuter’s world check module, for example, may cost anywhere from $8,000 to $10,000 per year.

To preserve the professionalism of secretarial firms in Singapore, firms must be registered as “Registered Filing Agents” with ACRA, where they must follow statutory guidelines and be re-qualified every two years. Attendees would be required to pay licencing fees, have their KYC (i.e. client onboarding) processes externally inspected, and take regular examinations to ensure compliance.

Hiring an external firm like Morrison would cost you lesser and make it less of a hassle. Balancing reliability and costs to you as a customer, Morrison aims to deliver valuable service and sound advice to help you optimise your company’s workings.

In general, corporate secretarial fees in Singapore are broken down into 3 different brackets. Firstly, a one-time fee is usually paid to the company you intend to hire, this can range between S$300 to S$800 in an average Singaporean firm. Following this, you would need to pay an annual fee for as long as you intend to use external corporate secretarial services; this can cost anywhere between S$300 to S$1200. Lastly, additional services that are required by an external party can also cost you extra. One such example could be filing your annual return with ACRA.

However, as a whole, hiring an external party to handle your corporate secretarial services would most likely cost you less over an extended period of time. In Singapore, corporate secretarial jobs can earn a rough S$45,000 and up to S$83,000 annually.

 
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Potential Problems for Not Engaging the Right Company Secretarial Services

The role of a company secretary is important. Post-incorporation, the company must immediately fill in the post to meet the government's legal requirements for starting a business in Singapore. The role is mandatory, and the company secretary’s role is crucial in order to justify the position.

The company secretary serves as the compliance officer, ensuring that the company follows all of the laws and regulations that govern its business. Businesses outsource the task to a qualified company secretarial service because of the obligations and responsibilities that come with it.

At Morrison, our team of experts holds the skills, knowledge, and experience necessary to do the work accurately, giving businesses peace of mind and letting them focus more on their business growth. Instead of simply searching up a list of corporate secretarial companies in Singapore, we strongly recommend performing the necessary research on individual companies to ensure that you hire a firm that offers the exact services you require on a daily basis and is cost-efficient, rather than the cheapest option.

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 Frequently Asked Questions (FAQs) About Corporate Secretarial Services

 
  • While we could think that outsourced service providers will handle the basics of annual filing, there are a few key differences to consider when selecting a service provider:

    • As a client, you may not always be aware of the best financing or investment alternative until a professional bank relationship manager points it out or suggests it to you.

      In the corporate services line of work, our team of dedicated account manager support may be able to provide better advice on the best structure for your needs, as well as information on possible government grant opportunities and answers to specific questions, whenever and wherever you may need it.

    • The extra support that a personalised service provider might provide is immensely valuable. This includes introductions to local networks or regulating authorities to help your firm get off to a good start.

    • If you are a first-time business owner just entering the business world, you are probably better off engaging one because of the time saved and the peace of mind of meeting statutory deadlines. A late filing of annual returns will cost you anywhere from $200-500 depending on how long you’ve been late.

  • The company secretary is responsible for ensuring that the firm complies with the requirements of the Companies Act. Activities include:

    • Changes to the board of directors, the auditors, the company secretary, the transfer of shares between shareholders etc.

    • Preparing and submitting annual returns.

    • Compiling and filling out documents and updating ACRA with modifications.

    • Keeping track of the board of directors, the company secretary, the auditors, the shareholders, and the charges.

    • Issuing share certificates, registering share transactions, and allotment of shares.

    • Keeping a list of members and holders of debentures.

  • In Singapore, to be a corporate secretary, you need to fulfil one of the criteria listed in the Companies Act. One criterion stated requires you to have a degree in either of the following fields:

    • Law

    • Accounting

    • Public Administration

    If you have worked a minimum of three of the five years before your appointment, you are also eligible for the role. There are also corporate secretarial courses for you to attend. While some companies may overlook stricter paper qualifications, the hired personnel need to have sufficient knowledge and experience to handle the task of a corporate secretary.

    Every company must have a corporate secretary appointed within 6 months of the incorporation of the company. A corporate secretary cannot be appointed by a single director or shareholder. There are also other minor requirements such as:

    • If the firm has more than one director, a local resident company director can only be nominated as Corporate Secretary.

    • For sole proprietorships and limited liability partnerships (LLP), a corporate secretary is not necessary.

  • Corporate secretarial firms can be hired as a third party to take charge of the administrative workings of a company. They are crucial in ensuring that a company meets its compliance and reporting requirements if the company does not have a corporate secretarial firm.

    More companies are engaging corporate secretary services firms, and for good reasons. These professional services providers have grown to become reliable partners of entrepreneurs who want to ensure accuracy, timeliness, and compliance within the company.

    However, hiring a corporate secretarial firm may not be for everyone. As per the case with many other professional services providers, it has drawbacks that may or may not apply to all businesses.

    If you're considering hiring one, it's a good idea to research all of the pros and cons of working with a professional firm so you can make a better-informed decision.

    Pros

    Company secretarial service firms provide a wide range of secretarial services.

    Just look at what Morrison has to offer to your clients. We are tasked to ensure our clients obey all requirements for compliance and reporting

    This includes keeping documents up to date and filing them with Accounting and Corporate Regulatory Authority (ACRA) on our client’s behalf, as well as maintaining their statutory registers. They can also provide you with other services that will help you manage your business more successfully, be it sole proprietorship or pte ltd, such as helping in legal and financial transactions and advising on tax concerns or book-keeping services in Singapore.

    • We are also equipped with years of experience in the field. Being experts in the area, we keep ourselves updated on the rules and regulations of the Singapore business ecosystem.

    • We adjust our services to meet the needs and demands of each specific company. With a decorated portfolio of businesses and clients, we strive to make sure that their clients are updated on regulatory obligations.

    • We also offer a variety of options to fit any budget such as rates for secretarial services determined by your needs and requirements, ensuring that you only pay for what you agreed to. Most clients would personalise their packages to make sure that services will suit their requirements so that they do not overspend and are able to put their resources to the best use.

    Cons

    • Understandably, there are noticeable drawbacks to having a third party involved in your company’s workings.

    • Privacy can be an issue, especially for larger companies, who have difficulties trusting all of their documents to a company secretarial firm. This is understandable, since there may be sensitive data involved, such as classified documents or tax records.

    • For most businesses, accessibility is a critical factor. Unlike an employee that can be reached during working hours, clients might have difficulty getting in contact with the secretarial firm’s key personnel in charge whenever they want.

    • Accountability is an issue when there is a need to find someone to be liable for whatever actions are taken. Having lesser control over the company’s administrative tasks can also be slightly unsettling and can breed anxiety.

    However, with proper communication and constant updates, these challenges can be easily overcome.

  • Weigh the pros and cons carefully to see whether engaging in a professional corporate secretary service is indeed helpful for your company in the long run. If you are confident that it is the best choice to do so, you can employ a corporate secretarial firm once you finish setting up your company.

    If the benefits outweigh the cons, you may seek the services of a trustworthy organisation to ensure that you never have to deal with any issues that could hinder your company's growth.

  • Qualifications and experience are important considerations when hiring a reliable company secretarial firm. Partner up with a firm that you are confident can deliver capable manpower and resources to help you with your business’ growth.

    It is also a must to check the pricing of the services to ensure that there are no hidden costs or unexpected surprises. Make sure your budget is appropriate for the services you'll receive from the firm and that it is not overtaxing your company’s cash flow.

    Whether you choose an in-house or outsourced business secretary, it will affect the way you run your business. Make the right decision that can help you accelerate the milestones and goals that you have set for your company.

    Should you need help with other corporate-related matters such as financial management, litigation support, GST-audit, or GST filing services, find our team and we can best advise you on what to do next. Our team of tax professionals is also trained to handle the tax investigation and tax advisory such as providing the required information and legally objecting to their investigation.