Beginning from May 2020, all Singapore incorporated companies, foreign companies and limited liability partnerships registered in Singapore will have to submit a ‘Register of persons with significant control’ to the Accounting and Corporate Regulatory Authority (ACRA).
The Singapore Accounting and Corporate Regulatory Authority (ACRA) has followed in Hong Kong’s footsteps with new regulation providing that all foreign companies and limited liability partnerships incorporated or registered in Singapore must ensure that their register of persons with significant control is submitted to ACRA’s records. This move is pursuant to the Singapore Companies Act having granted ACRA the power to maintain a central register of controllers of companies and foreign companies operating in Singapore.
In Singapore, a Registrable Controller can be either a shareholder that has:
- interest in more than 25% of the share; or
- shares with more than 25% of total voting power in the Company;
or a shareholder based on significant control. That is a controller that:
- Holds the right to appoint or remove directors with majority of voting right at a directors’ meeting;
- Holds more than 25% of the right to vote on matters that are to be decided upon by a vote of the members of the Company; or
- Exercises or has the right to exercise significant influence or control over the company.
The records involving company registrable controllers will not be fully available for the public to review, and it will be accessible online only by Singapore’s public agencies or other government authorities, albeit without any need to notify the companies concerned. The register will have to be kept updated by the company concerned within 48 hours of any changes.
Notably, just like the aforementioned Hong Kong legislation dated March 2018, listed companies and regulated Singapore financial institutions will be exempt from this new rule, while single family offices and private trust companies will be subject to it. This move has come as part of Singapore’s efforts to maintain its status at the forefront of international regulations with a special focus in financial services.
