Statutory Knowledge Base

Frequently Asked Questions & Compliance Guide

Authoritative legal and accounting answers regarding the Singapore Companies Act, IRAS corporate tax schedules, ACRA annual filings, and business entity structuring.

Entity Architecture

Singapore Business Vehicles Comparison

Understanding the legal exposure, liability barriers, and tax treatment of Singapore’s four primary commercial vehicles before incorporating.

Feature Sole Proprietorship General Partnership Limited Liability Partnership (LLP) Private Limited Company (Pte Ltd)
Legal Status Not a separate legal entity Not a separate legal entity Separate legal personality Separate legal entity
Liability Protection Unlimited personal liability Unlimited joint & several liability Limited partner liability Strictly limited to paid-up share capital
Tax Treatment Personal income tax rates (up to 24%) Personal income tax rates (up to 24%) Personal rates for individuals / Corporate for corporate partners Corporate tax ceiling: 17% + SUTE / PTE exemptions
Foreign Ownership Requires local resident manager aged 21+ Requires local resident manager aged 21+ Requires at least 1 resident manager 100% foreign equity ownership permitted
Statutory Secretary Not required Not required Not required (requires Manager) Mandatory within 6 months (Section 171)
Perpetual Succession Ceases on death or retirement Dissolves unless agreement provides Perpetual succession Perpetual succession (unaffected by shareholder transfer)
Capital Raising & Credibility Very limited (personal debt only) Limited to partners' capital Moderate bank borrowing Highest commercial & institutional credit standing
Comprehensive Directory

Singapore Regulatory & Advisory FAQs

Detailed answers curated by Managing Partner Bob Ng (CPA Australia, CA Singapore).

What is the statutory record retention period under Section 199 of the Singapore Companies Act?
Section 199(1) of the Singapore Companies Act stipulates that every company must keep accounting and other records that sufficiently explain the transactions and financial position of the company and enable true and fair profit and loss accounts and balance sheets to be prepared. All transaction receipts, vouchers, sales invoices, bills, payroll registers, and bank statements must be securely retained for a minimum statutory period of 5 years from the end of the financial year in which the transactions occurred.
What is Bob & Co's inquiry evaluation and turnaround guarantee?
We provide a guaranteed 24-hour turnaround window for evaluating all client inquiries. Your business volume and statutory needs are assessed directly by senior partners Bob Ng or Andrew Heng, ensuring you receive an authoritative, transparent fixed-fee proposal without bureaucratic delay.
What are the key annual statutory filing deadlines for a Singapore Private Limited Company?
Key recurring statutory deadlines under ACRA and IRAS include:
  • Estimated Chargeable Income (ECI): Must be filed with IRAS within 3 months of the financial year-end.
  • Annual General Meeting (AGM): Must be held within 6 months after the financial year-end for private companies (unless exempted by unanimous shareholder resolution).
  • ACRA Annual Return (AR): Must be lodged via Bizfile within 7 months of the financial year-end.
  • Corporate Income Tax (Form C / Form C-S): Statutory e-filing deadline with IRAS is 30 November of the Year of Assessment.
  • GST Returns (Form F5): Due by the last day of the month immediately following the close of each quarterly accounting period (e.g. 30 April, 31 July, 31 October, 31 January).
What does an "Unaudited Compilation of Financial Statements" entail?
A compilation of financial statements involves having a qualified external public accountant organize and prepare financial statements based on information supplied by management, in accordance with Singapore Financial Reporting Standards (SFRS). Under Singapore law, a "small company" (meeting at least 2 of 3 criteria: total revenue under S$10M, total assets under S$10M, employees under 50) is exempt from mandatory statutory audit. The compilation fulfills all ACRA and IRAS filing requirements without incurring the significant expense of an external audit.
What are the ACRA XBRL Statutory Filing Classifications (Groups 1–7)?
ACRA categorizes companies into seven distinct XBRL filing requirements:
  • Group 1 (General SG Companies): File in Simplified XBRL template (for non-publicly accountable entities) plus PDF, or Full XBRL template.
  • Group 2 (Insolvent Exempt Private Companies): Must file Simplified or Full XBRL plus signed PDF.
  • Group 3 (Solvent Exempt Private Companies): Exempt from filing accounts with ACRA; voluntary filing permitted.
  • Group 4 (MAS-Regulated Financial Institutions): Must lodge XBRL Financial Statements Highlights (FSH Banks or FSH Insurance) with signed PDF.
  • Group 5 (Alternative Accounting Frameworks): Non-SFRS / non-IFRS preparers lodge signed PDF copy only.
  • Group 6 (Companies Limited by Guarantee): Lodge signed PDF copy only.
  • Group 7 (Foreign Company Branches): Lodge signed PDF copy of parent company accounts.
What are the legal qualifications for a Singapore Resident Director and Company Secretary?
Under Sections 145 and 171 of the Singapore Companies Act:
  • Resident Director: Must be a natural person aged at least 18 years, having full legal capacity, and ordinarily resident in Singapore (Singapore Citizen, Singapore PR, or EntrePass holder). Corporate directors are not permitted.
  • Company Secretary: Every company must appoint a qualified Singapore resident Company Secretary within 6 months of incorporation. A sole director cannot act as company secretary. For public companies, the secretary must hold professional credentials (CA Singapore, qualified legal practitioner, or member of SAICSA).
Bob & Co provides named corporate secretarial secondment and nominee resident director services.
What are the board of directors’ primary statutory duties under Section 156 and 201?
Under the Singapore Companies Act and common law:
  • Duty of Care & Diligence: Act honestly and exercise reasonable care, skill, and diligence at all times.
  • Section 156: Mandatory disclosure of any personal conflict or direct/indirect material interest in transactions, contracts, or property involving the company.
  • Section 201: Obligation to prepare and present financial statements that give a true and fair view of the state of affairs and profit/loss of the company at the AGM.
  • Solvency Preservation: Refrain from trading while insolvent or incurring debts without reasonable expectation of repayment.
What accounting software does Bob & Co standardize on, and how is pricing determined?
We standardize our cloud bookkeeping on Xero, an internationally certified cloud accounting platform that integrates seamlessly with Singapore banks (DBS, OCBC, UOB, and Aspire Business Bank) and IRAS e-filing systems. Pricing is transparent and customized based on your business volume, monthly transaction count, number of bank accounts, and reporting frequency. We quote fixed monthly or annual scopes with zero surprise fees.

Have a Specific Statutory or Tax Question?

Connect directly with Bob Ng on WhatsApp for an immediate consultation on your company's ACRA filing or corporate tax status.