Within 6 months of incorporation, a company secretary is required by the Accounting and Corporate Regulatory Authority (ACRA) to be officially appointed. A Company Secretary in Singapore is the personnel handling various important administrative tasks and ensuring that the company follows the country’s business regulations. It is certainly no small matter if the company secretary services you engage fail to meet expectations, or have even incurred penalties for your company due to negligence or incompetence.

You are better off scouting for another company secretary in Singapore if some of the following tell-tale signs surface:

  • Response time for your questions and requests runs into days
  • Inability to communicate business matters expediently and effectively
  • Shoddy advice and guidance with regard to compliance regulatory requirements pertinent to your company’s operation
  • Failure to remind the company and directors of the deadlines for annual returns and any other compliance matters
  • Ureasonable fees added to the annual fee
  • Late or incorrect actions taken that led to fines and penalties
  • Ancillary services required by the company, such as registered office or nominee director services, are not available

Changing Company Secretary Services

As paperwork, board resolution and lodgement are all involved in the process of changing your Company Secretary in Singapore, be advised not to initiate the process when important deadlines such as account audits, ACRA filing or AGM loom, as when your new company secretary can officially take over compliance duties depends on speed at which the following steps are completed:

  • Resignation letter, signed by the outgoing Secretary
  • Directors’ Resolutions in Writing (“DRIW”) to note the appointment of the new secretary and resignation of the previous secretary
  • Form 45B for the new secretary to indicate his or her consent to act as secretary
  • Lodgment to notify ACRA of the appointment and resignation of secretary

If your exisiting company secretary poses unreasonable delay to the transition process, be informed that you have the right to remove your company secretary in Singapore without the person’s given consent. What you need to do is pass a board resolution to remove the secretary and submit the cessation to ACRA.

Important Note:

The DRIW passed above can authorise your new company secretary to make the lodgment with ACRA on the company’s behalf, even while the existing secretary still remains in office. Your new company secretary can also assist you to prepare the letter of termination and collect company files from the out-going company secretary.