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The Role of a Company Secretary in a Singapore Company: More Than Just Compliance

  • collyerlaw
  • Jul 31
  • 2 min read

Updated: Oct 12

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In Singapore, every private limited company is required by law to appoint a company secretary — but this role is often misunderstood or undervalued. 

Is the secretary just a form filler? A document courier? A “nominee”? Far from it. 

Let’s unpack what the company secretary really does — and why choosing the right one can make or break your compliance game. 

 

⚖️ Legal Requirement Under the Companies Act 

Under Section 171(1) of the Companies Act 1967: 

Every company must appoint a secretary within 6 months of incorporation. The secretary must be ordinarily resident in Singapore and have the requisite experience and qualifications

For public companies, the requirements are even stricter. 

 

🧭 Core Responsibilities of a Company Secretary 

A qualified company secretary ensures that your business stays legally compliant and corporately well-governed. Here's what that looks like in practice: 

📌 1. Statutory Compliance & Record-Keeping 

  • Maintaining statutory registers (e.g., Register of Members, Directors, Controllers) 

  • Filing annual returns and changes with ACRA via BizFile+ 

  • Ensuring compliance with the Companies Act and related regulations 

📌 2. Board and Shareholder Support 

  • Organising board and shareholder meetings 

  • Drafting and filing resolutions and minutes 

  • Advising directors on their fiduciary and disclosure duties 

📌 3. Corporate Governance Oversight 

  • Ensuring that proper procedures are followed in decision-making 

  • Guiding the company through changes like share issues, director appointments, and constitutional amendments 

📌 4. Regulatory and Due Diligence Support 

  • Assisting with compliance under the Corporate Service Providers Act 2024 

  • Supporting AML/KYC requirements and client onboarding 

  • Preparing documentation for audits, fundraising, and legal reviews 

 

📌 What Makes a Good Company Secretary? 

A strong company secretary is: ✅ Proactive — not just reactive ✅ Well-versed in local regulations and evolving ACRA expectations ✅ Tech-savvy, leveraging tools like BizFile+, XBRL filing software, and document management systems ✅ A trusted advisor, especially in private companies with no in-house legal or compliance team 

 

❌ Common Mistakes to Avoid 

  • Appointing a “nominee” secretary with no real experience or oversight 

  • Failing to update company registers or file resolutions on time 

  • Thinking of the secretary as a mere administrative assistant — this exposes directors to legal risk 

 

✅ Why the Role Matters Even More in 2024 

With the CSP Act now in force, ACRA is actively inspecting company registers and corporate filings. Your company secretary is the first line of defence against late filings, bad governance, and compliance breaches. 

 

💬 Final Thoughts 

A company secretary isn’t just a box to tick — they’re your company’s governance anchor. Whether you’re scaling a startup or managing a holding structure, investing in a competent, qualified, and tech-enabled company secretary can save you from fines, delays, and reputational harm. 


📣 Thinking of outsourcing your company secretarial needs? Choose a registered CSP who understands your business and acts with precision. 

 
 
 

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