Your Annual Regulatory Compliance Timeline for Singapore Businesses
As small business owners, keeping up with regulatory compliance obligations is definitely not an easy feat. So much so that you might wonder—why choose Singapore as the ideal place to start a business in the first place?
Singapore is one of the world’s most popular places to incorporate a business—and for good reason! Among those reasons is the fact that The World Bank Group has consistently ranked the country as the easiest place to start and operate a business. Additionally, with various Free Trade Agreements (FTAs) in place, Singapore serves as a strategic gateway for entrepreneurs and corporations looking to expand into Asian markets.
Beyond international trade opportunities, Singapore’s government has introduced initiatives to make business incorporation simple. There are numerous government grants, small business loans, and banks that support foreign investors and startups. The country’s favourable tax rates further add to its appeal.
However, setting up a business in Singapore does not mean you can ignore compliance obligations. In fact, Singapore compliance regulations are strict, and every company must adhere to them to continue operating legally. Here is a quick overview of Singapore’s compliance requirements that businesses must follow annually.
Running a business in Singapore? Great choice! But don’t let compliance Singapore regulations catch you off guard. From filing your Estimated Chargeable Income (ECI) to holding your Annual General Meeting (AGM) and submitting tax returns, there are strict deadlines to meet. Employers must also stay on top of CPF and SDL contributions. Missing these deadlines? Expect penalties!
Want to keep things smooth? Follow this compliance timeline, or better yet—hire a Corporate Secretary and Accountant to handle it for you. Stay compliant, avoid fines, and focus on growing your business hassle-free! ✅
AGM Requirements in Singapore
One of the mandatory regulatory compliance for every Singapore company is to meet regularly with the company’s members/shareholders. At a minimum, the company must have one meeting every year at which the company presents its financial statements and updates on the company’s financial outlook to its members. This meeting is called the Annual General Meeting, or AGM.
The first AGM must take place within 18 months of the company’s incorporation. After that, the meetings must happen at least once per year, and within six months of the Financial Year End. The manner in which the AGM is conducted will have been spelt out in a company’s Constitution. Typically, it is presided over by the Chairman of the Board of Directors and is attended by at least two of the company’s members.
For a Singapore-listed company, AGM must be held within 4 months after the company’s financial year end (FYE) whilst for an unlisted company, the grace period for holding AGM is within 6 months after the company’s FYE.
ACRA is Singapore’s Accounting and Corporate Regulatory Authority. Singapore’s Company’s Act requires that every company incorporated within Singapore must submit annual returns to the Authority so that it can make sure that all of its records are up to date.
This filing will include the date of the company’s AGM and, if applicable, financial statements. A listed company must turn in these documents within 5 months from the end of the company’ FYE. A non-listed company on the other hand has a maximum of 7 months from their company’s FYE to comply with the regulation. The company will also need to file AR within 30 days after holding an AGM.
There are penalties (fines) for failing to meet this requirement and ACRA will be instating a two-tiered penalty framework for local companies and IVCCs that fail to comply. After that date, instead of a flat $300 fine no matter how late a company files, the $300 fine will only be applicable during the first three months a company’s filings are late. After three months, the fine doubles to $600.
It is possible, of course, to file returns late, but the company must first apply for permission to do so.
Before talking about the rule itself, it might be helpful to have a quick vocabulary lesson.
ECI = Estimated Chargeable Income
This is a report that estimates how much of a company’s income, after tax-allowable expenses, can be taxed.
IRAS = Inland Revenue Authority of Singapore
This is Singapore’s tax authority.
Revenue = A company’s main source of income
If a company is a chain restaurant, it would report the income you made from serving customers. If it is an e-commerce shop, it would report the money it made via the sales it made.
ECI Rules
Companies need to produce an ECI to provide an estimate to IRAS on the likely taxable income that the company has. Unless it qualifies for administrative concession (which makes them exempt from filing in a specific year), every company must submit its ECI within three months of the end of the previous financial year for the upcoming tax assessment.
Typically, the financial year end dates in Singapore are the last day of the month. However, to maximize the coverage of the tax exemption for new start-up companies for its first three consecutive years of assessments, most companies fix their first financial period to end on the last day of the 11th month from the date of incorporation.
If a company does not know which financial year it operates within, the company can enquire with its company secretary.
This is where tracking the details can get a little tricky.
Companies are to file Corporate Income Tax Returns commonly known as Form C-S or Form C by 30 November every year, except for dormant companies which have applied to IRAS to waive the requirement to file.
In tax terms, YA (year of assessment) is the year in which your income is assessed to tax. To assess the amount of tax for the current YA, IRAS looks at the income, expenses, etc. during the financial year. This financial year is known as the “basis period”.
The basis period is generally a 12-month financial period preceding the YA. In corporate tax filing, this refers to the financial year that ended in the year that precedes the current YA, e.g., YA 2024 for income earned in the financial year that ended in 2023. Ensuring that tax forms are submitted on time is a critical part of the regulatory compliance in Singapore.
You can also check out one of our previous blog, Every Tax Business Owners Should Know in Singapore for a more detailed explanation on taxes.
An Example
If Company ABC incorporated on 1 November 2022 and chooses 31 October 2023 as its financial year-end date, then ABC’s basis period for the YA runs from 1 November 2022 to 31 October 2023. Because the basis period is the relevant income period for the YA, the YA falls in the following year. Therefore, Company ABC’s YA is 2024.
In Singapore, corporations filing annual tax reports declare the income they earned, the amount they spent on allowable expenditures (business expenses), and any applicable tax reliefs and rebates for the most recently completed year. This significantly reduces the corporate tax companies must pay.
If IRAS approves a company’s application, the company can pay tax in instalments. In this case, the company divides £170 by the number of instalments IRAS granted. The company uses these instalment amounts to offset the amount they expect to owe when they file their annual taxes via Form C/C-S/C-S(Lite). IRAS will electronically communicate the final tax expenses via the Notice of Assessment (NOA).
The Singapore Employment Act requires company to contribute CPF and SDL for each employee that meet certain criterias.
CPF, also known as Central Provident Fund. The Central Provident Fund (CPF) is a mandatory savings plan for Singaporean citizens and permanent residents earning more than SGD 50 per month. Companies are responsible for making CPF contributions on behalf of their Singaporean employees, and those earning more than SGD 750 may have the employee’s share recovered from their wage.
The maximum contribution rate for employees and employers aged 55 and below are 20% and 17% respectively. Variations may occur based on factors such as age and permanent residency status. You may check here for the latest updates. Similarly, SDL, also known as Skills Development Levy is also one of the regulatory compliance for a company. This levy is distinct from other payments such as the Central Provident Fund (CPF) contribution or Foreign Worker Levy (FWL).
All SDL contributions are directed to the Skills Development Fund (SDF), which is used to finance workforce improvement programmes and to offer training grants to employers when their employees participate in training administered by SkillsFuture Singapore Agency (SSG).
In accordance with legal requirements, companies must pay SDL at a rate of 0.25% of the initial $4,500 of their employees’ monthly salary. This is subject to:
For companies that want to take advantage of stable growth markets and expand their offerings into Asia with minimal hassle or fuss, Singapore is the ideal nation in which to incorporate. That said, there is still mandatory regulatory compliance to meet annually. This was just a quick overview of how the process works.
Even if you are sure you can navigate Singapore’s system on your own, it is absolutely in your best interest to hire an expert to help you properly avoid compliance deadlines and pay your taxes. A qualified Corporate Secretary and Accountant can help make sure that no details are missed. Plus, having professional help allows you to focus your attention where it is most needed: on the business itself!