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    Location

    1 North Bridge Rd, #11-04 High Street Centre, Singapore 179094

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    Phone us

    Office: +65 6909 5691

    HP: +65 8923 8819

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    email us

    contactus@verti.sg

Consequences of AGM and AR Filing Breaches

A director of a company has to comply with a series of statutory obligations under the Companies Act. The table below shows the deadline for each of the statutory obligation that ACRA takes enforcement on.

Public Companies Other Companies
Share capital within Singapore Share capital and keep a branch outside Singapore Share capital within Singapore Share capital and keep a branch outside Singapore
Annual General Meeting (AGM) Within 4 months after their FYE* Within 4 months after their FYE Within 6 months after their FYE Within 6 months after their FYE
Filing of Annual Returns (AR) Within 5 months after their FYE Within 6 months after their FYE Within 7 months after their FYE Within 8 months after their FYE

*Financial Year End

AGMs allow shareholders to question the directors on the management and financial performance of the company, and the AR provides critical information that helps the company’s stakeholders to make informed decisions. Because of the pertinence of the AGM and AR, ACRA has set a penalty framework for late annual lodgements to ensure compliance such that these statutory obligations on annual reporting are taken seriously.

 

Prosecutorial action

ACRA will consider prosecuting the directors in court if:

    1. they fail to compound (when offered a chance to compound); or
    2. the circumstances of the case are such that composition is not appropriate (e.g. multiple breaches or recalcitrant breaches.

In court, the director can decide whether to plead guilty or claim trial to the charges. If the director is convicted by the court, he may be fined up to a maximum of $5000 per charge. If the director fails to attend court, a warrant for his arrest will be issued by the court.

 

Penalty for Breach of AGM Obligations

To avoid prosecution, ACRA allows companies and directors to pay a minimum compound fee of $300. A company and the directors who fails to meet the AGM requirements would be liable on conviction to a fine not exceeding $5000, as well as a default penalty. The court may also order a general meeting to be called on the application of any member.

 

Penalty for Late Lodgement of Annual Returns

As of 30th April 2021, Companies that file their AR late will be imposed with a late lodgement penalty of:

    1. $300 if the lodgement is filed within 3 months after the filing due date.
    2. $600 if the lodgement is filed after 3 months after the filing due date.

 

Disqualification of Directors for Filing Breaches

A director who is convicted of three or more filing related offences under the Companies Act within a period of 5 years, will be disqualified as a director. Once disqualified, he/she will not be allowed to be a company director or take part in the management of any local or foreign company for 5 years, effective from the date of the conviction.

 

References

Categories

© 2021 Verti Corporate Pte Ltd | 1 North Bridge Rd, #11-04 High Street Centre, Singapore 179094 | +65 6909 5691 | ACRA FILING AGENT NUMBER: FA20190338

We provide:
– Strategic advice to the company’s board of directors
– Virtual Receptionist
– Registered Address
– Leads Qualifications
– Expense Management

Speak with us for a customised solution for your business needs.

Ready to take off and go beyond your borders?
We provide:
Go to market strategy in multiple Asia Markets
Customised prospection: Looking for potential agents, distributors, imports?
Integrated sales to development program to maximise your business growth in the market

Corporate Tax & Goods & Services Tax (GST Singapore) / VAT
Verti provides advice, tax computation and tax filing on your Corporate (ECI, Form C/CS Form) issues, to ensure adherence to regulations.

Personal Tax
If you are a Singaporean, Singapore Permanent Resident or a foreigner who has lived and worked in Singapore for at least 183 days in the tax year, you are required to pay personal taxes on your chargeable income as a tax resident. Non-residents who have lived and worked in Singapore for less than 183 days in the tax year may also be required to pay taxes. The corresponding forms you will have to fill out include:

• Form B1 (individual tax residents)
• Form B (self-employed)
• Form M (non-residents)

Other taxes, that individuals may have to pay, include those imposed on property, rental income, stamp duty, motor vehicles and Central Provident Fund (CPF) contributions.

There are considerations, for businesses to decide if they are contemplating to outsource their accounting work:
1. You will be able to enjoy greater confidentiality, when your internal staff no longer have access to your business’ financial information.
2. Managing less experienced employee, may take away more of your time from your business operations
3. Unproductive internal accounting team, might not be able to catch up with your Company’s growth
4. Your staff turnover rate would affect your business operations

What we provide:
a) ANNUAL STATUTORY ACCOUNTS
• Annual Return
• Corporate Tax
• Compilation of unaudited financial statements
• Coordinating with auditors during annual audit

b) QUARTERLY MANAGEMENT ACCOUNTS
• Review of quarterly accounting
• GST Returns

c) MONTHLY MANAGEMENT ACCOUNTS
• Payroll Accounting
• Monthly Financial Management Reports
• Vendor Invoice Processing
• Employee Expenses Processing
• Bookkeeping Services

Accounting is more than just number crunching. The advantage of having your records up to date allows you to better understand your business, cashflow and strategise how to move forward.

As partner of Xero Accounting, we advocate in cloud accounting, and reduce printing within your accounting needs

A corporate secretary needs to be familiar with the Singapore Companies Act and the various
requirements stipulated by the Accounting and Corporate Regulatory Authority (ACRA) and the Inland Revenue Authority of Singapore (IRAS).

“Great incorporation gives you a great head start for your business!”
As a gateway to Southeast Asia, Singapore continues to be the leading hub for businesses to gain their presence, be it world’s largest multinational corporations or fast-growing start-ups.

Having us to steer you around with Singapore’s rules & regulations would accelerate your success route in this business-friendly city.

a) For Singapore or Permanent Resident
b) For Foreigner Individual (+ VISA/Work permit related matters for key personnel of the Business)
c) For Foreigner Companies

Subsidiary Company:
Subsidiary Company + Employment Pass
Subsidiary Company + Nominee Director

Branch Office
Branch Office + Employment Pass
Branch Office + Nominee Agents

Representative Office
Singapore Representative Office Setup

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