Frequently Asked Questions – All you need to know
Can I appoint my friend/spouse/family members as the company secretary instead?
Yes. The director can appoint any individual as the company secretary if the director is confident that the individual has the capabilities in fulfilling the duties. The Company Secretary need to have the knowledge on filing Annual Return, prepare board resolutions, maintain the company register and advise the directors on the companies act etc…
Your Title Goes HereDo the shareholders need to deposit the money into the company’s bank account when I declare the company’s share capital?
The shareholders a.k.a members will need to provide the funds to the company base on the agreed amount. Any unpaid or partly paid shares are issued, the company retains the right to collect the unpaid amount. The share certificate will only be issue to the subscriber when full payment is received.
Can I use my residential address as the company’s registered address?
Yes. The company registered address is for public record and has to be given access to the public during operating hours. It need not be the place of operation. However, if you are operating the business in your apartment, you will need to get approval from the relevant authority. We do provide registered address for company and any mails or correspondence will be scan to you.
Is it necessary to do a company register?
Yes. It is required by law that every private limited company needs to have a company register that is accessible by the company’s shareholders and directors. The company register will include: all the board resolutions, all declaration forms, general meeting minutes, register of officers, register of members, register of controllers, register of nominee directors, share certificates, the constitution of company etc…
How do I determine if my company is dormant?
A company is deem as dormant when there is no business transactions in the full financial period. Any penalty or bank charges incurred will not affect the company’s status as dormant. Dormant company will need to file Annual Return to ACRA annually and file a waiver of Form C to IRAS ( 1 time).
Do I need to do a Financial Statement for my company?
Yes. The Financial Statement is required to be presented to the shareholders during annual general meeting. It will provide information to the user on the company’s financial position and Income statement. Most company use the financial statement to do forecasting, strategic planning or budgeting. It is also required when applying for bank loans etc…
Can the director also be the shareholders?
Yes. In Singapore most SMEs adopt this practice, that the director is also the shareholder of the company.
Can a foreigner be a director of a company in Singapore?
To form a company in Singapore, there must be at least one director who is an ordinarily resident in Singapore. Being “ordinarily resident in Singapore” means the director’s usual place of residence is in Singapore. A Singapore Citizen, Singapore Permanent Resident or an EntrePass holder can be accepted as a person who is ordinarily resident here.
Can an Employment Pass (EP) holder be a director for another company?
Employment Pass holder may be accepted as a director who is ordinarily resident here. EP holders who wish to undertake a secondary directorship position in another company (apart from the company his EP is approved for), will have to apply for and be granted a Letter of Consent (LOC) before registering their directorship positions with ACRA.
Can I change my financial year end (FYE)?
Yes. You have to inform ACRA and IRAS separately when your company has changed its financial year end as follows:
- Inform ACRA by filing a Notification for Change of Financial Year with ACRA via BizFile; and
- Inform IRAS either by:
- Logging in to mytax.iras.gov.sg and updating via the “Update Corporate Profile/ Contact Details” e-Service Preferred! or
- Mailing the “Request for Income Tax Return (Form C-S/ C) and Notification of New Financial Year End” form via myTax Mail
After the formation of the company, what documents are needed for the corporate bank account opening?
Usually the standard documents required are board resolution for bank account opening, company bizfile and the constitution of company.
If the sole director of the company is disqualified or bankrupt, what should I do?
Even if you are the sole/last director of the company, you are still required to notify ACRA of your disqualification. After your disqualification is filed, there will be no directors left in the company. The shareholders must then appoint a new director should the company intend to carry on with the business. If the shareholders do not have any intention to carry on with the business, they may consider applying to the Registrar (through the secretary or a professional firm) to strike off the name of the company.
Can the sole director be the company secretary?
No, the director and company secretary cannot be the same individual.
Is the Annual Compliance Package (ACP) sufficient to comply with the regulatory?
Yes. Our Annual Compliance Package (ACP) is designed to cover both ACRA and IRAS annual statutory filing.
Is my investment holding company eligible for the 3 years tax exemption for newly start up company?
Investment holding companies incorporated after 25 Feb 2013 are not eligible to claim Tax Exemption for New Start-up Companies . Investment holding companies will still be eligible for partial tax exemption.
Why do I need to provide the beneficial owner details of my company when I take up the corporate secretarial services?
Ace Success is a Registered Filing Agent (RFA) and is regulated by ACRA under the corporate service provider act regard to anti money laundering and counter terrorism financing. The RFA are required to conduct the Client due diligence checks and obtain the identity of all the directors, shareholders and ultimate beneficial owner from its client. Individuals that is a politically exposed person (PEP) are also require to declare their status during the CDD checks.
Does my new startup company eligible for the Tax Exemption Scheme for New Startup Companies?
To be eligible for the first 3 years tax exemption, the startup company need to fulfil the following criteria:
- The company must be incorporated in Singapore;
- The company must be a tax resident in Singapore for that YA;
- The company’s total share capital is beneficially held directly by no more than 20 shareholders throughout the basis period for that YA where:
- all of the shareholders are individuals; or
- at least one shareholder is an individual holding at least 10% of the issued ordinary shares of the company.
Do contact us if you have any questions, we will provide a solution for you.
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