The strict law enforcement, generous tax incentives, lucrative emerging markets, high education standards and transparency in the corporate sector are some of the primary reasons why international companies are moving to Singapore. When starting a company here, understanding corporate compliance should be one of your top priorities.
Singapore Employment Act
Singapore’s Employment Act is an all-inclusive statute that covers labor and employment issues. It spells out specific regulations relating to the basic conditions and terms of employment, duties, responsibilities, and rights of employees and employers. When hiring, you will need to consider whether the Employment Act covers your employees or not. The Act must guide the terms and conditions of all employees covered by this law.
A company secretary is not covered by this Act since he/she is regarded as a manager or an executive. As such, the terms and conditions of his/her employment can be negotiated by both parties and clearly stated in the employment contract. Since the issuance of specific guidelines on fair employment practices by the Ministry of Manpower to employers, employees today have a clear idea of their rights and are well versed with Singapore Employment Act and other related legislations.
Regulations and Tips
Chapter 50, Sec. 171 of the Singapore Companies Act, mandates all companies to employ a company secretary within six months of incorporation. The same Section directs registered directors to make sure that the chosen person has the requisite experience and knowledge to discharge his/her functions. A sole shareholder or director cannot be appointed as a company secretary. He/she must be a Singapore citizen, permanent resident or a holder of dependent pass or Singapore employment pass.
A Company secretary in Singapore has a critical role in ensuring that a company is compliant with the government’s regulations, filing, and documentation requirements. Although they have minimal liability compared to the principal stakeholders, company secretaries have a significant impact on the legal framework of your business. It is thus important to hire a trained, experienced professional with familiarity in government business regulations bearing in mind that non-compliance can lead to imprisonment and fines.
According to (ACRA) Singapore’s Accounting and Corporate Regulatory Authority, the company secretary must have at least one of the following credentials;
- At least three of the five years of prior secretarial experience immediately before his/her appointment
- He/she is a competent person as per the Legal Profession Act, Cap. 161
- A public accountant as designated under the Accountants Act, Cap. 2
- A member of Singapore’s Institute of Certified Public Accountants
- A member of the Institute of Chartered Secretaries and Administrators Association of Singapore
- Member of the International Accountants Association (Singapore Branch)
- A member of the Singapore Institute of Company Accountants
The continuous expanding rules, regulations, and documentation in the business environment coupled with the frequency with which they are modified and reviewed necessitate detailed attention. Hiring someone with extensive knowledge and understanding of new statutory corporate governance and compliance requirements is, therefore, a plus for new companies in Singapore.