Company Secretary is an officer of the Company that is responsible for maintaining all legally required documentation, including the preparation of the Annual Return (AR) and the holding of the Annual General Meeting (AGM). Their other job responsibilities include issuing company resolutions, maintaining company books, managing regulatory filings, as well as ensuring that the company complies with the requirement as prescribed under the Companies Act, Cap 50.
It is mandatory for every business in Singapore to have a company secretary. As it is a position of immense responsibility, becoming a qualified company secretary often involves various certifications.
Job Responsibilities of a Company Secretary
Responsibilities of a company secretary include:
Organize AGM and Board Meetings
This includes arranging schedules, devising the agenda, notifying all participants, sharing resolutions, and conducting follow-up on decisions.
Handle statutory registers
These include registers of directors, secretaries, transfers, charges, etc.
Submit annual filings to ACRA
Failure to submit these on time may result in heavy fines and penalties.
Confirm legal compliance
It is essential to keep track of changes in requirements and prompt directors to take necessary actions.
Update paperwork whenever required
Maintain a registered office
Hiring a Company Secretary
When hiring a corporate secretary, the private company must make sure that the prospective secretary is a resident of Singapore. On the other hand, a public company must hire a filing agent who meets at least one of the following criteria:
- Has extensive experience as a public company secretary, or
- Has membership in a listed association
After registration, Singapore businesses have up to 6 months to hire a company secretary. The officer must be either a Singapore citizen, or holds a Permanent Residence (PR) status, Employment Pass (EP), EntrePass, or Dependant’s Pass.
Note that an individual cannot be both the director and a corporate secretary at the same time. However, if a company has more than one director, one of them may assume the role of a company secretary.
A good company secretary can help a private limited company on multiple fronts. They can act as a good corporate advisor and depending on their years of experience, they may even share certain pitfalls in doing business in Singapore.