Annual Compliance Guide For Singapore Companies

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COMPLETE GUIDE TO

SINGAPORE COMPANY
ANNUAL COMPLIANCES
P U B L I S H E D B Y E C R A P T E L T D
I N
C O L L A B O R A T I O N
W I T H
W W W . C O M P A N Y S E C R E T A R Y . M E

Annual Compliance Calendar

1 ECI

2
3

AGM

ANNUAL
RETURN

TAX
N
R
U
RET

Within 3 Months from FYE


To be Filed with IRAS

Within 6 Months from FYE

Can be convened in writing

Within 1 Month from AGM


To be Filed with ACRA

Before 30 Nov of next year


To be Filed with IRAS

ECI- Estimated Chargeable Income | FYE- Financial Year End | AGM- Annual General Meeting | ACRA- Registrar of Companies | IRAS- Inland Revenue Authority
For more information visit www.ecra.sg

Estimated Chargeable Income (ECI)


What is

ECI

ECI is estimate of company's


taxable income (after
deducting tax-allowable
expenses)

E C I Filing

EXEMPTION

ECI filing is exempted if:


1.Revenue < $1 million
& 2. ECI is NIL
(both conditions to be satisfied)

When to

FILE

ECI is to be filed with IRAS


within THREE months from
Financial Year End (FYE)

How to

FILE

ECI is to be filed with IRAS


via E-Filing or paper filings.
Contact us at www.ecra.sg
for professional help

4
4

AGM (WRITTEN)

AGM (PHYSICAL)

Physical meeting of
shareholder is covened to
discuss and pass the AGM
resolutions

Shareholders sign AGM


resolutions in writing at the
convenience of being any
where in the world

Compilation in
Accordance with SFRS
(Singapore Financial
Reporting Standards)

DIRECTORS RESOLUTION

FINANCIAL STATEMENTS

BOOK KEEPING

Resolution in meeting
or writing to approve
financial statements
and call AGM

Basic accounting needs


to be completed in any
accounting software

STEPS IN CONVENING AGM OF SINGAPORE COMPANY

For more details contact us at www.ecra.sg

MATTERS TO BE TAKEN UP AT SINGAPORE COMPANY AGM

Adoption of
Financial
Statements

Appoint-ment of
Retiring
Directors

Declare
Dividends
(if any)

Reappointment of Auditors
& fix their remuneration

Visit www.ecra.sg for professional advice

AGM DUE DATE CALCULATION


FOR FIRST AGM AFTER INCORPORATION
Date of Incorporation

+18 months

Financial Year End

+6 months

FOR SECOND & ALL SUBSEQUENT AGM

EARLIEST OF
1 or 2 is AGM
Due Date

Date of Last AGM

+15 months

Financial Year End

+6 months

31 Dec (if no Agm during year)

Once Every Calendar Year

EARLIEST OF
1,2or 3 is AGM
Due Date

Visit www.ecra.sg for more details or professional help

CONTENTS OF FINANCIAL STATEMENTS


OF A SINGAPORE COMPANY

Report of the Directors

Statement by Directors
Report of the Auditors
(if accounts are audited)
Statement of
Comprehensive
Income

Statement of
Changes
in Equity

Statement of
Financial
Position

Statement of
Cash Flow
Notes to the
Financial Statements

Contact us at WWW.ECRA.SG

AUDIT EXEMPTION CRITERIA


FOR SINGAPORE COMPANIES

(SMALL COMPANIES & SMALL GROUPS)

If not
part of
a group

(SMALL COMPANY)

If part
of a
group

(SMALL GROUP)

Criteria:
Revenue $10m
Assets $10m
Employees 50

Must Satify
Any 2 out of
3 Criteria
for past 2 years

The Company
itself Must be a
Small Company
(as per above)

Entire group must be


a small groupon
Consolidated basis

Entire group
must satify
Any 2 out of
3 Criteria
for past 2 years
Contact us at www.ECRA.sg

DOR MA NT COMPA NY
EXEMPT FROM PREPARATION
0F FINANCIAL STATEMENTS

Appointment
of Secretary

BUT STILL MUST


CONVENE AGM
AND FILE
ANNUAL RETURNS

ALLOWED TRANSACTION 1

E
OW

LL

DT

A
NS

RA

N
TIO

Subscriber
Taking his
Shares

Payment of ACRA
Fee, Fines or penalty
ALLOWED TRANSACTION 3

Maintenance
of Regd. Office
ALLOWED TRANSACTION 6

AL

LO

WE

DT

RA

NS

AC

TIO

N5

Keeping of
registers
and books

Appointment
of Auditors
ALLOWED TRANSACTION 4

IF THE COMPANY HAS ANY TRANSACTION OTHER THAN


SIX ALLOWED TRANSACTIONS
THE COMPANY WILL NOT BE CONSIDERED DORMANT
Contact us at www.ECRA.sg

ANNUAL RETURN FILING


Complete the
Financial Statements

Conevene the AGM


Verify the Company
and its officers
particulars in ACRA
records

Submit XBRL if your


Company is not an
Exempt Private Company
(EPC)

WITHIN
30 days
of AGM

Provide AGM
and financial
year end details

Complete the declaration


and make payment for
filing fee (and late filing
penalties, if any)
Contact us at www.ECRA.sg

TAX RETURN FILING FOR SINGAPORE COMPANIES


Financial Year End
TAX FILING WAIVER

FILE FORM- CS
If company qualifies for
filing of simplied tax returns
(Form-CS), you have option
of filing either Form C or
Form CS. Not mandatory
to attach complete set of
Financial Statements
with Form CS filing

30 Nov of Next Year

If company is dormant
and you wish to keep it so,
you may file waiver to file
tax returns. No future TAX
filing will be needed, unless
Company becomes active

FILE FORM- C
Fot all other companies,
please file form C. Finacial
statements are required
to be attached with Form C

Contact us at www.ECRA.sg

CONSEQUENCES OF NON FILING OF


ANNUAL RETURN FOR SINGAPORE COMPANIES

Timely
Filing

NO

Penalty

Default
Period

UP TO

$600
Minimum $300

Court
Summon

UP TO

$1200
Minimum $600

Arrest
Warrant

UP TO

$1800
Minimum $900

Contact us at www.ECRA.sg

E M A I L U S A T
I N F O @ E C R A . S G
F O R A L L Y O U R S I N G A P O R E
C O M P A N Y C O M P L I A N C E N E E D S

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