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23 May, 2017
Key amendments to the Companies Act will be implemented in 2017. I highlight the important changes below.
- Koh C-u Pinn, Arielle Law Corporation
Changes to the Companies Act 2017
The main changes aim to reduce regulatory burden on companies, and also to improve the transparency of ownership and control of companies in Singapore.
Amendments to regulatory burden on companies
Remove the requirement for an AGM for private companies, as long as the companies send the financial statements to members within 5 months of the financial year end.
Remove the requirement for a common seal. The signature of authorised persons will be used instead.
Introduce an inward re-domiciliation regime so that foreign corporate entities can transfer their registration to Singapore instead of setting up subsidiaries.
Amendments to improve transparency of companies
New requirement for companies and LLPs registered in Singapore to maintain registers of beneficial owners at prescribed places (eg. company’s registered office or the registered filing agent’s registered office);
New requirement for foreign companies registered in Singapore to maintain registers of beneficial owners and public registers of shareholders;
Requirement for a liquidator to retain records of wound up companies and LLPs for five years instead of two;
Remove the options for companies and LLPs to destroy records early if they are wound up by their members, partners or creditors;
Requirement for officers/ partners/managers of struck off companies and LLPs to retain accounting records and registers of beneficial owners for five years;
Void the issuance and transfer of bearer shares and share warrants by foreign companies registered in Singapore; and
New requirement for nominee directors/managers to disclose their nominee status and nominators to their companies/LLPs
For full details of the amendments to the Companies Act, please refer to this link.
Koh C-u Pinn is a director at Arielle Law Corporation, a boutique law firm that provides individualized services tailored specifically to your needs.
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