Understanding how business registration and compliance are governed in Singapore is crucial for entrepreneurs.
At the center of this process is the Registrar of Companies (ROC), a key function under the Accounting and Corporate Regulatory Authority (ACRA).
This article aims to help you:
- Understand the meaning of ROC and ACRA;
- Explore the role of the ROC and ACRA, their importance in the Singapore business landscape;
- Know the services ACRA offers to the public and;
- Learn practical insights into registration and compliance.
1. Introduction to ROC and ACRA
1.1. What is ROC?
The Registrar of Companies, or The Registry of Companies (ROC) is a government body responsible for overseeing the incorporation of companies and ensuring that they adhere to the regulations set by the government.
In Singapore, the ROC is ACRA, the primary regulatory body responsible for businesses, public accountants, and corporate service providers in Singapore.
1.2. What is ACRA?
ACRA, also known as the Accounting and Corporate Regulatory Authority in Singapore, is a government agency established in 2004 through the merger of the Public Accountants Board (PAB) and the Registry of Companies and Businesses (RCB).
In 2023, the Singapore Accountancy Commission (SAC) and the Accounting Standards Council (ASC) merged into ACRA to strengthen the synergies access accountancy-related functions.
ACRA’s primary objective is to regulate and facilitate business registration, ensure compliance with corporate regulations, and promote a competitive and credible business environment.
In summary, ACRA is the Registrar of Companies in Singapore and these terms are used interchangeably to address the same entity: ACRA.
1.3. Key role, functions, and responsibilities of ACRA
ACRA assumes multiple responsibilities essential to the operation and regulation of businesses in Singapore. The primary functions of ACRA you need to know include:
ACRA handles the legal processes of incorporating businesses. This includes partnerships, private limited companies (Pte. Ltd.), and other business entities.
ACRA ensures that accurate and up-to-date information about registered businesses is available to the public.
This data is crucial for transparency and allows investors, creditors, and business partners to verify company details.
ACRA ensures that businesses adhere to statutory obligations such as annual filings, updating of business particulars, and meeting other corporate governance standards.
ACRA has the power to impose penalties on companies that fail to meet statutory obligations, including fines or even striking off non-compliant companies.
2. ACRA online services and Bizfile+
ACRA offers a suite of online services to streamline business processes and enhance efficiency. BizFile+ is ACRA’s online filing and information retrieval system.
Note: You can only access BizFile+ online via your registered agent if you are a foreign entrepreneur or you are an EP holder.
In the case of local Singapore citizens, they can access through their Singpass or Corppass.
With BizFile+, you get access to a range of more than 400 online corporate services regarding your companies. Essential services your company might need are:
- Company registration;
- Updating company information (address, directors, shareholders);
- Filing annual returns;
- Business licenses and permits;
- Reserving a Singapore company name;
- Submitting and retrieving documents;
- Online payments;
- And many more.
To verify a company’s status in Singapore, you can use ACRA's free online search service.
You should only conduct transactions with Singapore companies that are listed as a "LIVE COMPANY" in ACRA’s records. This confirms that the company is legally registered and active in Singapore.
The search results will also display whether the business has a valid registered address. If the company cannot be reached at that address or there are concerns about a change in location, individuals or businesses should be cautious before proceeding with any transactions.
3. Company registration with ACRA
To register a company in Singapore, you need to do it via ACRA. It is a straightforward process, but it’s essential to understand the required steps to ensure smooth incorporation.
Before applying for incorporation, ensure that your business structure meets Singapore’s legal requirements. For instance, a private limited company (Pte. Ltd.) requires a company secretary and a local director.
Businesses in Singapore are exempt from registering with ACRA if:
- The business owner operates under their personal name as stated on their identity card.
- The business owner operates with one or more partners, using their personal names as stated on their identity cards.
- If a business in Singapore wishes to use a company name that includes the names of shareholders and a descriptive word, it must register with ACRA.
The name must be approved by ACRA, and it must not be identical or too similar to any existing business name. The approval process usually takes a few hours but can extend up to a few days if the name is sensitive or needs further review from referral authorities.
- Company constitution (formerly known as memorandum and articles of association);
- Details of shareholders, directors, and company secretary;
- Company address;
- Company name;
- Share capital;
- Details of company director, secretary and more.
Please note that each business entity has a different registration fee with ACRA, For example, a fee of S$315 applies for incorporating a private limited company.
If everything is prepared properly, the registration process can finish in only 15 minutes. In reality, it typically takes 1-3 days or longer, provided all documentation is in order.
4. Compliance requirements under ACRA
Once registered, companies must comply with various ACRA-imposed regulations. These include:
All Singapore companies must file their annual returns with ACRA within 7 months from the end of the financial year. This process includes submitting financial statements and other company details.
Relevant annual filing such as assist filing, corporate tax filing, personal tax filing, CPF contribution, etc must also be done correctly.
Any changes to the company’s structure, such as the appointment or resignation of directors, changes in business address, or modifications to the company’s constitution, must be promptly reported to ACRA.
Failure to meet statutory obligations results in penalties, which can range from fines to company deregistration. For example, companies failing to file annual returns may incur fines starting from SGD 300.
Companies handling personal data must comply with the Personal Data Protection Act (PDPA), which regulates the collection, use, disclosure, and protection of personal data. ACRA enforces PDPA by requiring registration and licensing of data protection officers.
Failure to comply with legal obligations can result in severe consequences, including administrative penalties, criminal charges, and reputational damage.
5. How can Global Link Asia Consulting help you register a company in Singapore with success?
For first-time entrepreneurs or businesses unfamiliar with Singapore’s business landscape, navigating the incorporation process can be challenging and learning how to communicate with ACRA is another challenge
This is where we step in, offering expert support to ensure a smooth and successful registration.
- Register your business entity in Singapore.
- Open a corporate bank account in Singapore with a high success rate.
- Select the most suitable company structure in Singapore to minimize your tax burden.
- Apply for the necessary licenses and permits to operate your business.
- Obtain a professional and affordable registered office address.
- Support for opening and managing Stripe, and PayPal Business accounts in Singapore, Hong Kong, and the U.S.
- Handle your tax accounting needs, including timely annual filings, auditing, and more.
6. FAQ about ROC and ACRA
ACRA is the Accounting and Corporate Regulatory Authority of Singapore. This agency plays a crucial role in managing, overseeing, and regulating the operations of businesses in Singapore.
ACRA is the ROC in Singapore.
You can search for information on a company registered with ACRA via ACRA’s website or use its online business information services.
The information available includes company name, address, registration number, shareholder and director details, financial reports, and more.
No, ROC (Registrar of Companies) and UEN (Unique Entity Number) are not the same.
The ROC refers to the regulatory authority that handles the registration and compliance of companies in Singapore. UEN is a unique identification number issued to all entities that are registered with ACRA.
The ROC-ACRA registers companies and once registered, they are assigned a UEN.
Yes, ACRA can revoke or strike off a company’s registration (This is called compulsory striking off) if the company fails to meet legal requirements, such as non-compliance with annual filings, failure to conduct business, or if the company is suspected of fraudulent activities
All types of businesses operating in Singapore, including sole proprietorships, partnerships, limited liability partnerships (LLPs), and private limited companies (Pte. Ltd.), must register with ACRA.
This also applies to foreign companies looking to set up branches or offices in Singapore.
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