Singapore Companies Must Report Business’ Ownership
All Company secretaries must submit the Register for Registrable Controllers to the ACRA.
For the past years, ACRA requires all companies operating in Singapore to maintain this register and update it on a regular basis.
For those business owners who are not aware of the requisites of the Register for Registrable Controllers, you are at the right place.
In this post, you will learn everything about it; the requirements the business owners need to comply in accordance with the revised rules.
What are the changes?
This year 2020, the ACRA requires all Singapore companies to submit in their Register for Registrable Controllers.
Before this change, the company keeps and maintains this register internally.
ACRA has the rights to ask for it at any times and will penalise the companies if they do not maintain a proper register of controllers.
Now, ACRA wants all companies to keep this register up to date at all times and submit electronically to ACRA.
What is in the Register For Registrable Controllers?
Register for Registrable Controllers is a document which has the full details on the company’s controllers and its beneficial owners.
For individuals, the register should record their respective real name, identification number, residential address, nationality, date of birth and date of appointment/cessation.
For corporations, the register should record its legal name, corporate identification number, corporate structure, registered address, country of incorporation and date of appointment/cessation.
ACRA also mandates that Singapore and foreign companies, and limited liability partnerships to maintain the register of registrable controllers.
Who should we consider as a Registrable Controller?
The definition of a “Controller” refers to a legal entity or an individual who has the power of control or interest over Singapore’s business. These controllers, which can be an individual or a corporation, must provide their identifiable details and record this information in the register.
A company or person who has significant control over a company is the one who has the rights to appoint or remove directors; has more than 25% of the total voting rights or has significant influence over the company
A company or person who has a significant interest over a company is one who owns more than 25% of the shares; owns shares with more than 25% of the total voting rights; or has a right to more than 25% of the capital or profits of Singapore companies
When to Prepare and Update the Register for Registrable Controllers?
Upon the incorporation of your company, the ACRA gives you one month to prepare the Register for Registrable Controllers. The register can be in paper or electronic format.
Upon receiving notification of changes to the controllers’ particulars, you should update information in the register within 2 business days.
Do note that ACRA also requires dormant companies to maintain a register of registrable controllers.
Who Are Exempted To Submit a Register of Registrable Controllers?
These are the following entities exempted:
- Singapore financial institutions
- Public companies listed in Singapore Stock Exchange
- An entity who is wholly owned by the Singapore Government
How to Submit the Register for Registrable Controllers?
You can go to ACRA Bizfile+, login and upload the register. We recommend you to outsource this work to a professional company secretarial firm in Singapore.
Will the Details on Controllers Available For Public Viewing?
All the information in the register is confidential. The only ones who can read and assess your documents are the government agencies and the ACRA.
Shareholders will not have access to view the register too.
What Are the Company’s Obligations?
The company must take reasonable steps to identify the company’s controllers and to obtain relevant information.
This means you should notify the following the individual who is likely to be a controller; can possibly be the company’s controller; or is considered by the company as a controller
You must also follow the ACRA format when sending notices to these controllers. Your Corporate Secretary or yourself is the only one who can send them to the company members as well as the directors.
What If There is No Response from The Controllers?
Your Corporate Secretary must actively monitor the sent notices. They are responsible to update your company’s directors if they do not receive any replies.
Alternatively, you can add the available addressee’s details and the information that they did not confirm.
Why ACRA Changes the Rules
FATF, as known as the Financial Action Task Force, implements the Register for Registrable Controllers to fight against the financial wrongdoings of the company.
In 2016, they asked Singapore to adopt these rules to protect companies from financial terrorism and money laundering. Thus, the ACRA implemented this new rule that requires the Singapore companies to monitor its Controllers.
ACRA issues a fine up to SGD 5,000 to companies who do not comply with these rules.
For more information and further assistance, our corporate secretarial team can assist you in these regulatory matters.