A Singapore private limited company generally needs to handle three areas every year: accounting, corporate secretarial work and tax.
This usually includes keeping proper records, preparing financial statements, filing ECI, completing AGM requirements, filing the Annual Return with ACRA and filing the Corporate Income Tax Return with IRAS.
The exact requirements depend on the company’s FYE, size, activity, solvency, ownership and GST status.
Annual compliance is not just one form with one deadline. It covers accounting, corporate secretarial work and tax, and the work continues even after the company’s accounts are closed.
Some common misconceptions are that an Annual Return is a tax return, or that audit exemption means accounts are no longer needed. Both are incorrect. A private company may also be exempt from holding an AGM, but it must still file its Annual Return.
We wrote this guide to give business owners a practical overview of what needs to be done each year, and when.
Annual compliance at a glance
| Task | Usual timing | What it means |
|---|---|---|
| Keep accounting records | Throughout the year | Record income, expenses, assets, liabilities and supporting documents. |
| Maintain company records | Throughout the year | Keep ACRA details, statutory registers and company resolutions current. |
| File ECI | Within 3 months after FYE, unless exempt | Declare an estimate of taxable income to IRAS. |
| Prepare financial statements | After FYE | Prepare the company’s annual accounts, unless a specific exemption applies. |
| Complete AGM requirements | Within 6 months after FYE for most private companies | Hold an AGM, qualify for an exemption, or rely on a valid dispensation. |
| File the Annual Return | Within 7 months after FYE for most private companies | Submit the company’s yearly corporate filing to ACRA. |
| File Form C-S, Form C-S Lite or Form C | By 30 November | Submit the company’s final tax return to IRAS. |
| File GST returns | Based on assigned GST periods | Only applies if the company is GST-registered. |
These are the usual rules for a Singapore private limited company. Listed companies, groups, dormant companies and specially regulated businesses may have different requirements.
Example for a company with a 31 December FYE
| Deadline | What is usually due |
|---|---|
| 31 March | File ECI, unless the company qualifies for a waiver. |
| 31 May | Send financial statements to members if relying on the usual AGM exemption. |
| 30 June | Hold the AGM, if one is required. |
| 31 July | File the Annual Return with ACRA. |
| 30 November | File Form C-S, Form C-S Lite or Form C with IRAS. |
The actual dates depend on the company’s FYE. Our guide on how to choose a financial year end explains how this affects the filing calendar.
What must be done for ACRA?
Appoint and maintain a company secretary
A company must appoint a company secretary within 6 months after incorporation. The position cannot remain vacant for more than 6 months, and a sole director cannot also act as the company secretary.
The company secretary usually handles company records, resolutions, statutory registers, AGM documents and ACRA filings. This does not automatically include bookkeeping, tax, GST or payroll work.
Read more about the role of a Singapore company secretary. You may also refer to ACRA’s guidance on company officers.
Keep company information and statutory registers current
Changes should be filed when they happen. Do not wait until the next Annual Return.
This includes changes to:
- Directors and the company secretary
- The registered office address
- Business activities
- Shareholders, shares and paid-up capital
- The company name or constitution
Many of these updates must be filed with ACRA within 14 days.
The company must also keep its Register of Registrable Controllers, Register of Nominee Directors and Register of Nominee Shareholders updated. Our RORC guide explains this in more detail.
Prepare financial statements
Most companies must prepare financial statements every year. This still applies where the company is small, audit exempt, exempt from holding an AGM, or a solvent EPC that does not file its accounts with ACRA.
A qualifying dormant relevant company may be exempt, but dormancy is not based only on whether the company had revenue.
Where needed, Leftright Corporate provides financial statement compilation services.
Check whether an audit is required
Audit exemption is separate from preparing or filing financial statements.
A private company generally qualifies as a small company if it meets at least 2 of these 3 conditions:
- Annual revenue of S$10 million or less
- Total assets of S$10 million or less
- 50 full-time employees or fewer
Group companies must also consider the small group test. An EPC is not automatically audit exempt, and a company with a corporate shareholder may still qualify.
See our Audit and XBRL guide or ACRA’s audit exemption guidance.
Complete the AGM requirement
A private company that must hold an AGM generally has 6 months after its FYE to do so.
However, a private company may be exempt if it sends its financial statements to all members within 5 months after FYE. The members may also unanimously agree to dispense with AGMs.
Written resolutions are not an AGM. They are simply another way for members to approve company matters where no AGM is held.
See our guide on Annual General Meetings in Singapore or ACRA’s AGM guidance.
File the Annual Return
Every live Singapore company must file an Annual Return each year. This includes dormant and inactive companies.
For most private companies, the deadline is within 7 months after FYE. Listed companies generally file within 5 months.
The Annual Return confirms the company’s details and annual declarations, including its AGM position, solvency, audit status and financial statement filing requirements.
Read our ACRA Annual Return guide for the full requirements, or see how to file an Annual Return.
File XBRL where required
XBRL is the format used to submit financial information to ACRA. It is not a separate set of accounts.
A solvent EPC is generally exempt from filing financial statements with ACRA and makes an online solvency declaration instead. Other companies may need Full XBRL, Simplified XBRL with a PDF copy, another prescribed template, or PDF-only filing.
Our Audit and XBRL guide covers the filing formats in detail.
What must be done for IRAS?
File ECI, unless exempt
ECI is an estimate of the company’s taxable income. It is generally due within 3 months after FYE.
A company does not need to file ECI if both conditions are met:
- Annual revenue is S$5 million or less
- ECI is nil
No tax payable does not always mean no ECI filing. The company must meet both conditions above.
Read our ECI guide or refer to IRAS’s ECI guidance.
File the Corporate Income Tax Return
The company must generally file Form C-S, Form C-S Lite or Form C by 30 November each year, unless IRAS has granted a filing waiver.
- Form C-S Lite: for qualifying companies with annual revenue of S$200,000 or less
- Form C-S: for qualifying companies with annual revenue of S$5 million or less
- Form C: for companies that do not qualify for Form C-S or Form C-S Lite
Even where a shorter form is used, the company still needs proper financial statements and a tax computation.
See our guides on Form C, Form C-S and Form C-S Lite and the Year of Assessment.
Keep supporting records
Tax and accounting records should generally be kept for at least 5 years from the relevant YA. This includes invoices, receipts, bank statements, contracts, payroll records, accounting ledgers and tax schedules.
IRAS may ask for these records even after the tax return has been filed.
Annual Return, AGM, accounts, audit and tax return compared
| Item | What it is |
|---|---|
| Financial statements | The company’s annual accounts. |
| Audit | An independent review of those financial statements. |
| AGM | A meeting where the accounts and company matters may be presented to members. |
| Annual Return | The company’s yearly filing with ACRA. |
| XBRL | A filing format for financial information submitted to ACRA. |
| ECI | An estimate of taxable income filed with IRAS. |
| Form C-S, Form C-S Lite or Form C | The company’s final annual tax return. |
One exemption does not automatically apply to another requirement. A company may be audit exempt but still need accounts. A solvent EPC may avoid filing accounts with ACRA but still need to prepare them. An IRAS filing waiver does not remove the Annual Return requirement.
What changes for dormant companies, EPCs and small companies?
- One-person company: The same person may be the sole director and shareholder, but cannot also be the company secretary.
- Solvent EPC: Usually does not file financial statements with ACRA, but still prepares them and files the Annual Return.
- Small audit-exempt company: Does not require a statutory audit, but still normally prepares financial statements.
- Dormant company: May qualify for some exemptions or an IRAS filing waiver, but still files Annual Returns while it remains live.
- Group company: Group figures may affect audit exemption and reporting requirements.
Read our guides on Exempt Private Companies and dormant companies.
What else may apply?
Some obligations only arise when a particular event happens.
GST
GST registration is generally compulsory where taxable turnover exceeded S$1 million in the previous calendar year, or where the company expects taxable turnover to exceed S$1 million in the next 12 months.
See our guide on GST registration in Singapore.
Changes to the company
Changes to directors, shareholders, addresses, business activities or share capital should be recorded and filed when they happen. Many ACRA updates are due within 14 days.
Employment and payroll
A company with employees may also have CPF, payroll, employment-law and employee tax-reporting obligations.
Business licences
Some activities require a licence or permit. Incorporating a company with ACRA does not by itself approve every type of business activity.
Practical annual compliance checklist
- Confirm the company’s FYE and filing deadlines.
- Keep bookkeeping and bank reconciliations current.
- Retain invoices, receipts, contracts and payroll records.
- Check that directors, shareholders, the company secretary and registered office are correct in ACRA.
- Review the RORC, ROND and RONS.
- Check whether ECI is due or exempt.
- Prepare the financial statements.
- Assess audit exemption separately.
- Check whether XBRL or PDF filing is required.
- Complete the AGM, exemption or dispensation requirements.
- File the Annual Return.
- Prepare the tax computation and Corporate Income Tax Return.
- Review GST, payroll, licence and other event-based obligations.
Frequently asked questions
What are the main annual compliance requirements for a Singapore company?
Most companies need to keep proper records, prepare financial statements, file ECI unless exempt, complete AGM requirements, file the Annual Return and file the annual Corporate Income Tax Return.
Does a one-person company have fewer compliance requirements?
No. A one-person company still has the same basic accounting, ACRA and IRAS obligations. The sole director also cannot act as the company secretary.
Must every private company hold an AGM?
No. A private company may qualify for an AGM exemption or the members may unanimously agree to dispense with AGMs.
Is the Annual Return the same as the tax return?
No. The Annual Return is filed with ACRA. Form C-S, Form C-S Lite or Form C is filed with IRAS.
Does a dormant company still file an Annual Return?
Yes. A dormant or inactive company must continue filing Annual Returns while it remains live on ACRA’s register.
Does audit exemption mean accounts are not needed?
No. Audit exemption removes the audit requirement. Most audit-exempt companies must still prepare financial statements.
Is every EPC audit exempt?
No. EPC status and audit exemption are separate. Audit exemption is generally based on the small company test.
Does the company secretary handle tax filings?
Not automatically. The company secretary usually handles company records and ACRA matters. Tax, bookkeeping, GST and payroll work may be separate services.
Can company changes wait until the next Annual Return?
Usually not. Many ACRA updates must be filed within 14 days after the change.
How Leftright Corporate can help
Leftright Corporate can help coordinate the company secretarial, accounting and tax work needed for annual compliance.
Our services include:
- company secretary services
- accounting and compliance services
- Annual Return filing
- financial statement compilation
- corporate tax filing
- dormant company compliance
Need help with your next compliance cycle?
Contact Leftright Corporate with your company’s UEN and FYE, and we can review what needs to be done.
