As part of Singapore’s ongoing commitment to uphold financial transparency and combat illicit activities such as money laundering and terrorism financing, new regulatory requirements under the Companies and Limited Liability Partnerships (Miscellaneous Amendments) Act 2024 will come into effect on 16 June 2025.
Whether you’re an existing business owner or planning to incorporate a company or Limited Liability Partnership (LLP) in Singapore, it’s critical to understand these new obligations to stay compliant and avoid penalties. Here’s a breakdown of what’s changing — and what your business needs to do next.
Mandatory Register of Controllers for All New Entities
Effective from 16 June 2025, all newly incorporated companies and LLPs (including foreign companies) must maintain a Register of Controllers from the date of incorporation.
Key changes include:
- Immediate maintenance of the Register upon incorporation.
- Annual verification is now compulsory. Controllers must provide signed and dated confirmation to ensure that the information on record remains accurate.
- The deadline for updating controller details in the private register has been extended from 2 business days to 7 calendar days, providing businesses slightly more flexibility in compliance.
What is a Register of Controllers?
A Register of Controllers is a non-public register that contains details of individuals or legal entities who have significant control over a company or LLP. These “controllers” are typically those who:
- Directly or indirectly own more than 25% of the shares,
- Hold more than 25% of the voting rights, or
- Exercise significant influence or control over the entity.
The register includes important information such as:
- Full name and residential address of the controller,
- Nationality and identification details,
- Date on which the person became a controller,
- Nature and extent of control.
This register must be maintained at the registered office of the company or at the office of its registered filing agent, and must be made available to regulatory authorities upon request.
The goal of this requirement is to enhance corporate transparency and help prevent the misuse of legal entities for illicit purposes such as tax evasion, terrorism financing, and money laundering.
Register of Nominee Directors for Foreign Companies
Foreign companies must now maintain a Register of Nominee Directors, which must be kept at either:
- The company’s registered office in Singapore, or
- The office of their appointed Registered Filing Agent or Corporate Service Provider.
This requirement aligns foreign companies with the same transparency standards imposed on local businesses.
Filing of Nominee and Controller Information with ACRA
The Accounting and Corporate Regulatory Authority (ACRA) will now maintain central registers of:
All companies and foreign entities are required to file this information with ACRA as follows:
- Existing entities: Must submit the required information by 31 December 2025.
- New entities incorporated or registered from 16 June 2025: Must submit nominee and controller information on the date of incorporation.
While these central registers will not be made public, they will be accessible to government and law enforcement authorities to support investigations and enforcement.
Higher Penalties for Non-Compliance
In a significant move to strengthen enforcement, the maximum fines for offences related to the maintenance of the Registers of Controllers, Nominee Directors, and Nominee Shareholders will be increased:
- From $5,000 to $25,000 for companies (including foreign companies), and
- From $5,000 to $25,000 for LLPs relating to the Register of Controllers.
These steeper penalties underscore the importance of timely, accurate, and complete record-keeping and are aligned with the Financial Action Task Force (FATF) recommendations to ensure that sanctions are effective, proportionate, and dissuasive.
Failure to maintain the required registers or to file the required information with ACRA could now result in much more substantial financial penalties — reinforcing the need for diligent compliance.
What This Means for Businesses and Corporate Service Providers
The recent amendments to the Companies and Limited Liability Partnerships Act are more than just regulatory updates — they are part of Singapore’s broader strategy to align with global standards set by the Financial Action Task Force (FATF). These changes reinforce the city-state’s standing as a trustworthy, transparent, and well-regulated financial and business hub.
For businesses and corporate service providers, this means greater responsibility and accountability, especially in areas relating to beneficial ownership transparency and regulatory reporting. Here’s what you need to know and prepare for:
For Existing Business Owners
Review and Update Internal Documentation and Registers
You must conduct a thorough review of your existing registers — particularly your Register of Controllers, Register of Nominee Directors, and Register of Nominee Shareholders (if applicable). Verify that all information is:
- Up-to-date
- Complete
- Accurate and consistent across all records
Consider this an opportunity to audit your internal compliance processes and correct any oversights before stricter enforcement and penalties take effect.
Ensure Timely Annual Verifications
The new requirement for annual confirmation from controllers means you’ll need a structured, recurring process to request and document verification. Each controller must sign and date a confirmation form, acknowledging the accuracy of the details held on file. This isn’t just an administrative task — it’s a legal obligation, and failure to comply could expose the business to substantial fines.
Prepare for Mandatory Filings with ACRA
If your company has nominee directors or nominee shareholders, their information must now be submitted to ACRA:
- By 31 December 2025 for existing entities, and
- At the point of incorporation for entities registered from 16 June 2025 onwards
This filing process will become part of your annual compliance checklist, similar to AGMs and annual returns.
Ensure Information Accuracy to Avoid Hefty Penalties
With fines increased to $25,000 per offence, there is now a much stronger incentive to ensure compliance. Any delay, omission, or inaccuracy in maintaining registers or filing required data with ACRA can lead to significant financial penalties — a cost no business wants to incur.
For New Company or LLP Incorporations
If you’re incorporating a business in Singapore after 16 June 2025, compliance begins from day one. You will be required to:
- Submit beneficial ownership details (Register of Controllers),
- Declare any nominee director or shareholder relationships, and
- Maintain all corresponding registers from the moment of registration
Unlike in the past, where some filings and registers could be updated post-incorporation, these requirements are now tied directly to the incorporation process. This makes it more important than ever to engage a qualified Corporate Service Provider (CSP) who can ensure everything is filed correctly at the outset.
For Corporate Service Providers
These changes place CSPs at the front line of regulatory compliance in Singapore. You will be expected to:
- Guide clients through updated requirements,
- Prepare and maintain statutory registers on their behalf,
- Implement robust KYC (Know Your Customer) procedures,
- Handle ACRA filings promptly and accurately, and
- Advise clients on their ongoing obligations, particularly around annual verification and timely updates
Corporate service providers will play a pivotal role in helping businesses adapt to the new regulatory environment — and ensure no detail is overlooked.
How Can a Corporate Service Provider Help
At HeySara, a reputed corporate service provider in Singapore, we help businesses navigate Singapore’s evolving compliance landscape. Our services include:
- Company Incorporation Services – End-to-end assistance with setting up your business entity in Singapore.
- Comprehensive Corporate Secretarial Support – Full suite of company secretarial services to ensure ongoing statutory compliance.
- Annual Return Filing – Preparation and timely submission of annual returns in accordance with ACRA requirements.
- Controller and Nominee Disclosure Management – Accurate preparation and filing of beneficial ownership and nominee information with ACRA.
- Registered Filing Agent & Compliance Advisory – Serving as your official filing agent while providing expert guidance on regulatory matters.
- Regulatory Monitoring & Alerts – Proactive updates on legislative changes to keep your business compliant and penalty-free.
We are committed to ensuring that our clients remain compliant, informed, and protected in the face of tightening regulations.
Final Thoughts
The 2024 Amendments represent a firm step forward in reinforcing Singapore’s anti-financial crime framework. With increased disclosure requirements and heightened penalties, businesses must act proactively to align with the new standards.
If you need help assessing your readiness or managing the transition, our team is here to support you every step of the way.
Contact us today for a compliance review or consultation. Stay transparent. Stay compliant. Stay ahead.
