Filing Annual Returns
Updated: Jul 20, 2022
Requirements for Singapore incorporated companies to file annual returns with the Accounting and Corporate Regulatory Authority (ACRA)
Under the Companies Act, all Singapore-incorporated companies are required to file annual returns with ACRA to ensure that the company’s information on ACRA’s register is up to date.
If a private company is required to hold an annual general meeting for a financial year after it has lodged its annual return for that financial year, the company must lodge a notice of the date on which the annual general meeting (AGM) was held with the Registrar within 14 days after that date, as well as the company’s financial statements (if applicable).
What is an annual return?
The annual return is an electronic form lodged with ACRA and contains important particulars of the company such as the name of the directors, secretary, its members, and the date to which the financial statements of the company are made up to. The annual return provides critical information that helps the company’s stakeholders to make informed decisions.
Below is a list of information that you are required to provide when filing the annual return.
Confirm that the company type, registered office address, the particulars of the company officers, and details of registered charges are up to date. If the information has changed or is incorrect, you must update the details.
You will also need to confirm whether there are any changes to your company’s primary and secondary business activities.
Verify your company’s shares details, such as the number of shares held, issued share capital, and amount of paid up share capital.
Check whether your company is required to file financial statements with the annual return. Companies that are not required to file financial statements must instead submit an online declaration, when filing their annual return.
If you are required to file a full set of financial statements in XBRL format, these must be prepared and validated before you can file the annual return. Find out more on preparing and filing your financial statements in XBRL format.
Date of Annual General Meeting (if applicable)
Indicate the date of your company’s annual general meeting (AGM), if it was held. This is not applicable if your company is exempted from holding AGMs or have dispensed with AGMs under Section 175A of the Companies Act.
For more details on holding AGMs, see guide on Annual General Meetings.
Other things to note
Companies that successfully file their annual return will receive a free business profile for reference. The individual filing the annual return will receive an email, with a URL to download the free profile.
With the exception of dormant companies, you must still file your Income Tax Return (Form C-S/ Form C) with the Inland Revenue Authority of Singapore (IRAS), along with any supporting documents (e.g. financial statements and tax computation). Dormant companies must submit their Income Tax Return (Form C-S/ Form C) unless they have been granted a waiver from IRAS. Visit www.iras.gov.sg for more details on filing requirements for dormant companies.
Timeline to file annual returns
Every company must lodge an annual return with the Registrar after its annual general meeting —
(a) in the case of a non-listed company — within 7 months after the end of its financial year; and
(b) in the case of a listed company — within 5 months after the end of its financial year.
A company having a share capital and keeping a branch register in any place outside Singapore must lodge an annual return with the Registrar after its annual general meeting —
(a) in the case of a non-listed company — within 8 months after the end of its financial year; and
(b) in the case of a listed company — within 6 months after the end of its financial year.
In addition, note that the annual return can be filed only:
After an Annual General Meeting (AGM) has been held
After financial statements are sent (if company need not hold an AGM)
After financial year end, for a private dormant relevant company that is exempted from preparing financial statements or that has dispensed with the AGM.
Company officers needed to file annual return
If your company has only one director, only this director is required to sign off on documents submitted with the AR.
If the company has more than one director, at least two directors must sign off on the documents submitted with the AR.
Applying for an extension of time to file annual return
The Registrar may extend any period within which a company must lodge a return upon an application by the company.
Companies may apply for an extension of time of 60 days to file the annual return. As it requires up to 14 working days to process the application, you are advised to submit the EOT application more than 14 working days before the deadline.
A company officer must provide the reason for application. Public listed companies must attach any supporting documents.
The application fee costs $200.
Enforcement action for annual return filing breaches
All companies are required to file their annual returns on time. Companies that file annual returns after the due date will be imposed with a late lodgment penalty of up to $600 for each late filing.
You can engage the services of Bestar to file the annual return on behalf of the company. If you are unsure when your company has to file its annual return, contact us for more information.