Why is a Company Secretary Essential for Singapore Businesses?

Hiring a company secretary is pivotal to any company in Singapore. It is not simply a support position—it is a legal requirement under the Companies Act (Cap. 50) that ensures your business remains compliant with Singapore’s corporate laws and regulations.

From the moment your company is incorporated, it must meet a range of statutory obligations—and a qualified company secretary is there to make sure nothing is missed. They are responsible for filing essential documents, maintaining statutory registers, guiding directors on governance matters, and ensuring that shareholder meetings are conducted in line with the law. In essence, they act as the bridge between your company, the board of directors, shareholders, and government regulators such as the Accounting and Corporate Regulatory Authority (ACRA).

For first-time entrepreneurs, small business owners, or even seasoned corporate leaders, the sheer amount of compliance work can be overwhelming. A company secretary takes this burden off your shoulders, allowing you to focus on growing your business while they handle the legal and administrative obligations.

In this article, we’ll explain exactly what a Singapore company secretary does, why their role is crucial, the qualifications they must have, their duties and powers, and how to outsource this function to a professional firm.

 

What is a Corporate Secretary in Singapore?

A corporate secretary in Singapore is the officer appointed to handle a company’s administrative, regulatory, and governance matters. While the term “secretary” may sound administrative, the position is a senior one, requiring a strong understanding of Singapore’s corporate laws, governance principles, and compliance requirements.

They work closely with the board of directors to ensure the company operates within the law and follows its constitution. They are also the first point of contact for regulatory bodies such as ACRA and the Inland Revenue Authority of Singapore (IRAS).

 

Typical areas of responsibility include:

 

 

 

How do you Appoint a Resident Company Secretary in Singapore?

Under Section 171 of the Companies Act, every company must appoint a resident company secretary within six months of incorporation.

 

Resident means the person must be:

1. A Singapore citizen,
2. A Singapore permanent resident, or
3. An Employment Pass or EntrePass holder with a local address.

 

Important points to note:

1. The company secretary cannot be the sole director. If there are at least two directors, one can serve as secretary.
2. The appointment must be formally approved by the board and recorded in the company minutes.

For full details, refer to ACRA’s official requirements.

 

What Qualifications Must a Singapore Company Secretary Have?

The qualifications required depend on whether the company is private or public. For public companies, the secretary must meet at least one of these criteria:

 

 

Private companies have more flexibility, but the secretary should still have the knowledge and capability to fulfil the role effectively.

 

What Are the Key Roles of a Singapore Company Secretary?

The company secretary serves three main stakeholders:

1. The Company – ensuring compliance with all legal obligations.
2. The Directors – advising on governance and helping them fulfil their duties.
3. The Shareholders – ensuring transparent communication and protecting their interests.

They are the guardian of corporate compliance and the coordinators of company administration.

 

What Are the Main Duties of a Corporate Secretary in Singapore?

The duties can be grouped into statutory, administrative, and advisory responsibilities:

 

 1. Statutory Compliance

1. Filing annual returns and updating changes in company particulars with ACRA.
2. Maintaining statutory registers (shareholders, directors, secretaries, charges, etc.).
3. Monitoring deadlines for statutory filings.

 

2. Board and Shareholder Meetings

1. Organising board meetings and Annual General Meetings (AGMs).
2. Preparing and circulating meeting agendas and notices.
3. Recording and maintaining minutes of meetings and resolutions passed.

 

3. Shareholder Matters

1. Issuing share certificates.
2. Recording share allotments, transfers, and buybacks.
3. Managing dividend distributions.

 

4. Maintaining the Company Constitution

1. Ensuring all operations comply with the Memorandum and Articles of Association (MAA).
2. Filing any amendments to the constitution with ACRA.

 

5. Corporate Governance

1. Advising the board on compliance and ethical governance.
2. Keeping abreast of legislative changes and updating company policies accordingly.

 

What Powers Does a Company Secretary Have in Singapore?

While the board of directors is ultimately responsible for the company, the secretary has certain delegated powers, such as:

1. Co-signing company documents with a director.
2. Issuing certified copies of company resolutions.
3. Validating official records and statutory filings.

These powers are defined in the company’s constitution and the resolutions passed by the board.

 

What are Company Secretarial Services in Singapore?

Many businesses, especially small and medium-sized enterprises (SMEs), choose to outsource this role to professional corporate service providers.

By outsourcing to a reliable company secretarial service in Singapore, startups can ensure full compliance with regulatory requirements while avoiding the overhead of hiring in-house staff. Read our blog on How Startups can benefit from Company Secretarial services in Singapore.

 

These services include:

1. Acting as your named company secretary.
2. Managing all statutory filings and record-keeping.
3. Preparing AGM documents and minutes.
4. Advising on corporate governance and compliance.

Outsourcing ensures you get expert guidance without the cost of hiring a full-time in-house secretary.

 

Conclusion

A company secretary in Singapore is not just a legal formality—they are a crucial part of keeping your business compliant, well-governed, and protected from legal missteps.
They handle the details most business owners don’t have the time or expertise to manage, freeing you to focus on strategy and growth.

A competent secretary is your first line of defence against compliance risks and a key support for directors and shareholders alike. If you don’t have the expertise in-house, engaging a professional service provider is the safest and most cost-effective way to meet your obligations.

At 3E Accounting Singapore, we specialise in delivering professional company secretarial support tailored to your business. With our help, you can have peace of mind knowing your compliance matters are handled by experts who understand Singapore’s corporate environment inside and out.

Don’t risk costly penalties or legal complications. Contact 3E Accounting Singapore today and appoint a trusted partner to keep your business compliant and well-governed.

 

 

 

Frequently Asked Questions