IMPLEMENTATION OF THE ENHANCED REGULATORY FRAMEWORK FOR CSPS

IMPLEMENTATION OF THE ENHANCED REGULATORY FRAMEWORK FOR CSPS

  1. From 15 May 2015 onwards, ACRA will be implementing the enhanced regulatory framework for CSPs, established under the new ACRA (Amendment) Act 2014, ACRA (Filing Agents and Qualified Individuals) Regulations 2015 and the ACRA (Authorised Users of Electronic Transaction System) Regulations 2015.
  2. The new legislation sets out the registration and renewal requirements for persons who wish to become Filing Agents (“FAs”) and Qualified Individuals (“QIs”).
  3. The new legislation will also impose terms of conditions on FAs and QIs, and set out the range of sanctions that ACRA may impose on errant FAs and QIs who breach these terms and conditions.
  4. Some of these terms and conditions will impose the Financial Action Task Force (“FATF”) recommendations on FAs, including the requirements to establish internal policies, procedures and controls to prevent money laundering, to perform customer due diligence on their customers including establishing their beneficial owners, and to perform on-going monitoring during the course of  business relationships. FAs are also required to keep proper records of business relationships and transactions.
  5. The Corporate Service Providers, QIs will also be required by the terms and conditions to file transactions for customers properly and to supervise employees when they file these transactions.  
  6. The IPPC is a consolidated document each FA is required by law to have. This document sets out the FA’s internal policies, the procedures it applies, and the controls it has put in place. The IPPC helps the FA to discharge its responsibility for the prevention of money laundering terrorism financing, and provide a framework of direction to the FA’s business, his QIs and employees. ACRA will provide CSPs with a IPPC document template setting out the minimum expectations in an IPPC. FAs are free to customise their own IPPC document based on their own business needs and risk assessment, but should not set lower expectations than what ACRA has set out in the template.


Important legal provisions applicable to registered Filing Agents  

Here are some important provisions of the ACRA (Amendment) Act 2014 and ACRA (Filing Agents and Qualified Individuals) Regulations 2015 which will apply to FAs: 

(a) A FA is defined as a person who or which, in the course of his or her business, carries out on the behalf of any other person any transaction with the Registrar using the electronic transaction system or any other means permitted or directed by the Registrar if the electronic transaction system is unavailable.

(b) In order to be registered as a FA, you will need to (i) be a business entity registered with ACRA i.e. incorporated company, registered business, registered limited liability partnership or registered limited partnership; (ii) employ, engage or appoint at least one QI who is already registered with ACRA (if you are already a registered as a QI, you may name yourself as the QI); and (iii) pay an annual application fee of $200.  

(c) From the time of your registration as a FA, you will be required to comply with the legal obligations contained in:

  • Part VIA of the ACRA (Amendment) Act; 
  • The ACRA (Filing Agents and Qualified Individuals) Regulations 2015, including the terms and conditions of registration contained in the First Schedule of the Regulations. The first set of terms and conditions cover the establishing of internal policies, procedures and controls to ensure the proper use of the filing number, and having oversight over your QIs and employees. The second set of terms and conditions cover the FATF’s requirements for the prevention of money laundering and terrorism financing; and 
  • Breach of these terms and conditions may subject you to sanctions imposed by the Chief Executive of ACRA under Part VIA of the ACRA (Amendment) Act. These sanctions are: cancellation or suspension of your registration, restriction of your use of the electronic transaction system, financial penalties up to $25, 000 per breach, and censure. 


Important legal provisions applicable to registered Qualified Individuals

Here are some important provisions of the ACRA (Amendment) Act 2014 and the ACRA (Filing Agents and Qualified Individuals) Regulations 2015 which will apply to QIs:

The requirements apply to companies that provide accounting services and secretary services etc. 

(a) In order to be registered as a QI you will need to be any of the following: 

  • an advocate and solicitor; 
  • a public accountant registered under the Accountants Act;
  • a member of the Institute of Singapore Chartered Accountants; 
  • a member of the Association of International Accountants (Singapore Branch);              
  • a member of the Institute of Company Accountants, Singapore;      
  • a member of the Singapore Association of the Institute of Chartered Secretaries and Administrators; or
  • a corporate secretarial agent; and 
  • pay an annual application fee of $100.

(b) From the time of your registration as a QI, you will be required to comply with the legal obligations contained in:

  • Part VIA of the ACRA (Amendment) Act;
  • The ACRA (Filing Agents and Qualified Individuals) Regulations 2015, including the terms and conditions of registration contained in the Second Schedule of the Regulations; and
  • Breach of these terms and conditions may subject you to sanctions imposed by ACRA under Part VIA of the ACRA (Amendment) Act. These sanctions are: cancellation or suspension of your registration, restriction of your use of the electronic transaction system, financial penalties to $10, 000 per breach, and censure.  

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