Every live Singapore-incorporated company must file an Annual Return with ACRA each year, including dormant and inactive companies.
A listed company generally files within 5 months after its financial year end, while a non-listed company files within 7 months.
Before filing, the company must ensure its ACRA records are current, complete its AGM or applicable exemption requirements, prepare financial statements unless exempt, and file XBRL or PDF financial statements where required.
Annual filing can sound straightforward at first. The company closes its accounts, holds an Annual General Meeting, and files an Annual Return. In practice, this is where several different requirements get mixed together.
An Annual Return is not the same as an AGM. Audit exemption does not mean that financial statements are unnecessary. XBRL is not a separate set of accounts, but a filing format. Filing with ACRA also does not replace the company's corporate tax filings with IRAS.
This guide explains how these requirements fit together, with a focus on the annual compliance obligations that apply to most Singapore private limited companies.
What is an ACRA Annual Return?
An Annual Return is an online form filed with the Accounting and Corporate Regulatory Authority, or ACRA. It provides a yearly snapshot of the company's registered particulars and confirms how the company has met its annual compliance requirements.
The Annual Return generally contains or confirms information such as:
- The company's name, Unique Entity Number and company type
- Its registered office address and principal business activities
- Details of directors, the company secretary and members
- Issued shares, paid-up capital and shareholding information
- The financial year end and financial period covered
- The company's AGM status
- Its solvency and audit exemption declarations, where applicable
- Financial statements in XBRL or PDF format, where filing is required
- Information relating to statutory registers and nominee arrangements
The Annual Return is not the same as an annual report, a set of financial statements or a corporate income tax return. It is a separate statutory filing under section 197 of the Companies Act 1967.
ACRA currently charges a filing fee of S$60 for a company's Annual Return. A director, company secretary or appointed Corporate Service Provider may submit the filing through Bizfile.
Who must file an Annual Return in Singapore?
Every Singapore-incorporated company must file an Annual Return each year for as long as its status remains live on ACRA's register.
This includes a company that:
- Is actively carrying on business
- Is dormant or temporarily inactive
- Had no revenue during the financial year
- Made a loss
- Has been granted a tax filing waiver by IRAS
- Intends to stop business but has not yet been struck off or dissolved
A common mistake: An IRAS waiver does not waive the ACRA Annual Return requirement. A dormant company may have no corporate income tax return to file with IRAS after obtaining a waiver, but it must continue filing Annual Returns with ACRA while the company remains live.
For a fuller explanation of inactive entities, see our guide to dormant company compliance in Singapore.
When is the ACRA Annual Return filing deadline?
The deadline is calculated from the company's financial year end, commonly shortened to FYE. It is no longer generally calculated as a fixed number of days after the AGM.
| Company type | Annual Return deadline |
|---|---|
| Listed company | Within 5 months after FYE |
| Listed company with share capital and an overseas branch register | Within 6 months after FYE |
| Non-listed company | Within 7 months after FYE |
| Non-listed company with share capital and an overseas branch register | Within 8 months after FYE |
Most Singapore private limited companies are non-listed companies. Their Annual Return is therefore generally due within 7 months after the FYE.
For example, a non-listed private company with a 31 December 2025 FYE generally has an Annual Return deadline of 31 July 2026.
If you are selecting or reviewing your company's year end, our guide on how to choose a financial year end explains why the date affects ACRA and IRAS deadlines.
Example timeline for a company with a 31 December FYE
| Requirement | Typical deadline | Authority |
|---|---|---|
| File Estimated Chargeable Income, unless the company qualifies for an ECI filing waiver | 31 March | IRAS |
| Send financial statements to members to rely on the usual private company AGM exemption | 31 May | ACRA |
| Hold an AGM, if one is required | 30 June | ACRA |
| File the Annual Return | 31 July | ACRA |
| File the Corporate Income Tax Return, unless waived | 30 November | IRAS |
The exact tax filing position may differ for a new company, a company with an ECI waiver, or a company granted an IRAS filing waiver.
Annual Return, AGM, financial statements, audit and XBRL: What is the difference?
These requirements are connected, but they are not interchangeable.
| Requirement | What it is | Key point |
|---|---|---|
| Annual Return | A yearly online filing made to ACRA | Every live company files one, even if dormant |
| Annual General Meeting | A meeting where financial statements are presented to members and company matters may be considered | A private company may be exempt or may dispense with AGMs, subject to the rules |
| Financial statements | The company's accounts prepared under the applicable accounting standards and Companies Act requirements | Most companies must prepare them even when they do not file them with ACRA |
| Audit | An independent auditor's examination of the financial statements | The small company audit exemption is a separate test |
| XBRL | A structured digital format used to file financial information with ACRA | It is relevant only where financial statements must or are chosen to be filed |
| Corporate tax filing | ECI and the Corporate Income Tax Return filed with IRAS | ACRA filing does not replace IRAS filing |
The easiest way to remember the distinction: The company prepares its accounts, decides whether an audit is required, presents or circulates the accounts to members, files the required financial information with ACRA, and then submits the Annual Return. Its IRAS tax filings remain separate.
What must be completed before filing an Annual Return?
Bizfile pre-fills much of the company's information, but that does not mean the filing should be treated as a simple confirmation exercise. The declarations must reflect the company's actual position.
1. Update company particulars before filing
Check that the following information is complete and current:
- Company type
- Registered office address
- Primary and secondary business activities
- Directors and company secretary
- Shareholders, issued shares and paid-up capital
- Registered charges
If any information is incorrect, the relevant change should generally be lodged through the proper Bizfile transaction before filing the Annual Return. The Annual Return should not be used as a substitute for filing changes that were required earlier.
2. Check statutory registers and controller information
Confirm that the company's statutory records are properly maintained, including its Register of Registrable Controllers and, where applicable, its Registers of Nominee Directors and Nominee Shareholders.
Our Register of Registrable Controllers guide explains the controller requirements in greater detail.
3. Prepare the financial statements, unless exempt
Most Singapore-incorporated companies must prepare financial statements for each financial year. The main preparation exemption applies to a qualifying dormant relevant company, which is discussed below.
Where assistance is needed, Leftright Corporate provides financial statement compilation services.
4. Determine whether an audit is required
The company must assess whether it qualifies for audit exemption under the small company rules. EPC status, solvency and audit exemption are different tests.
5. Complete the AGM, exemption or dispensation requirements
The Annual Return asks the company to state whether an AGM was held, the company was exempt from holding one, or members had dispensed with AGMs. The relevant dates and corporate records should support the declaration made.
6. Properly authorise the financial statements
If the company has one director, that director signs the directors' statement. If it has more than one director, at least two directors sign it. The version filed or circulated should be the properly authorised set of financial statements.
7. Prepare XBRL and PDF documents where required
Where financial statements must be filed, determine whether Full XBRL, Simplified XBRL, a specialised XBRL template, a PDF copy, or a combination is required. XBRL preparation should not be left until the filing deadline because validation errors may need time to resolve.
What Leftright checks before filing an Annual Return
- Whether changes to directors, shareholders, addresses or share capital have already been lodged
- Whether the accounting period and FYE shown in Bizfile are correct
- Whether the company is active, dormant, solvent or insolvent based on the actual records
- Whether the financial statements have been properly prepared and authorised
- Whether the company qualifies for audit exemption
- Whether an AGM was held, exempted or validly dispensed with
- Whether the correct XBRL filing format applies
- Whether RORC, ROND and RONS requirements have been met
- Whether every declaration in the filing can be supported by the company's records
Does your company need to hold an AGM?
An AGM is where the company presents its financial statements to members, who may ask questions and consider the company's business.
The usual AGM deadlines are:
- Listed company: within 4 months after FYE
- Non-listed company: within 6 months after FYE
However, a private company may skip holding an AGM in either of the following ways:
AGM exemption
A private company is generally exempt from holding an AGM if it sends its financial statements to all members within 5 months after its FYE. A qualifying dormant relevant company may also be exempt under the dormant company rules.
Dispensing with AGMs
All members may pass a resolution to dispense with holding AGMs. Matters that would ordinarily be dealt with at an AGM may then be handled by written resolutions.
Written resolutions are not an AGM. They are an alternative method of dealing with company business where an AGM is not held. The Annual Return should reflect the actual basis on which the company did not hold an AGM.
Members and auditors retain certain rights to request a meeting even where an exemption or dispensation applies.
See our detailed guide on Annual General Meetings in Singapore.
Does every company need to prepare financial statements?
Most Singapore-incorporated companies must prepare financial statements. This remains the case even where the company is:
- Audit exempt
- A solvent Exempt Private Company that does not file its financial statements with ACRA
- Small or owner-managed
- Not required to hold a physical AGM
A qualifying dormant relevant company may be exempt from preparing and filing financial statements. Broadly, the company must have been dormant from incorporation or from the end of the previous financial year, must not be listed or a subsidiary of a listed company, and must meet the substantial assets test. The total asset threshold is generally S$500,000, including on a consolidated basis where applicable.
Dormancy is not determined only by whether there was revenue. A company may cease to be dormant if it has significant accounting transactions that affect its financial statements.
Solvent EPC filing exemption
A solvent Exempt Private Company is generally exempt from filing financial statements with ACRA. Instead, its solvency status is declared online as part of the Annual Return.
This is a filing exemption. It is not a general exemption from keeping accounting records or preparing financial statements.
Audit exemption: Is every EPC automatically audit exempt?
No. "EPC" and "audit exempt" do not mean the same thing.
For financial years beginning on or after 1 July 2015, audit exemption is generally based on the small company test. A company must be a private company and meet at least 2 of the following 3 criteria:
- Total annual revenue of S$10 million or less
- Total assets of S$10 million or less
- 50 full-time employees or fewer at the end of the financial year
An existing company generally applies the quantitative test over the immediate past 2 consecutive financial years. A newly incorporated company applies the test based on the relevant current financial year. If the company is part of a group, both the company and the group must satisfy the applicable small company and small group requirements.
This means:
- An EPC that fails the small company test may require an audit
- A non-EPC with a corporate shareholder may still qualify for audit exemption
- Audit exemption does not decide whether financial statements must be filed with ACRA
| Question | Test | What the exemption affects |
|---|---|---|
| Does the company need an audit? | Small company, small group or dormant company audit exemption rules | Whether an independent statutory audit is required |
| Does the company need to prepare financial statements? | Financial statement preparation rules, including the dormant relevant company exemption | Whether a set of statutory financial statements must be prepared |
| Does the company need to file financial statements? | Financial statement filing rules, including the solvent EPC exemption | Whether financial statements accompany the Annual Return |
| Which XBRL format applies? | Company type, size and public accountability | How the financial statements are filed with ACRA |
For more detail, read our Audit and XBRL requirements guide.
Does every company need to file XBRL?
No. XBRL applies where the company is required, or chooses, to file financial statements with ACRA.
| Company situation | Prepare financial statements? | File with ACRA? | Typical filing format |
|---|---|---|---|
| Solvent EPC | Usually yes | Generally no | Online solvency declaration in the Annual Return |
| Dormant relevant company meeting all exemption conditions | No | No | Relevant declarations in the Annual Return |
| Smaller and non-publicly accountable company, including an insolvent EPC | Yes | Yes | Simplified XBRL and a directors-authorised PDF copy |
| Other Singapore-incorporated company required to file financial statements | Yes | Yes | Full XBRL |
| Company limited by guarantee or company approved to use certain other accounting standards | Yes | Yes | Directors-authorised PDF copy |
For XBRL purposes, a smaller company is generally one whose revenue and total assets for the current financial year are each S$500,000 or less. It must also be non-publicly accountable to use Simplified XBRL. This S$500,000 XBRL threshold is separate from the S$10 million thresholds used for the small company audit exemption.
ACRA introduced its updated 2026 taxonomy and filing tools for current XBRL filings from 25 February 2026. Preparers should use the version of BizFinx and the taxonomy required by ACRA for the relevant submission.
How to file an Annual Return through Bizfile
A company officer or appointed Corporate Service Provider can file the Annual Return through Bizfile. Much of the information is pre-filled from ACRA's records, but it must still be reviewed carefully.
- Confirm the filing deadline. Calculate the due date from the company's FYE and company type.
- Update company information. Lodge any overdue changes to officers, addresses, business activities, shares or other particulars before proceeding.
- Prepare the supporting records. Complete the accounts, audit assessment, AGM documents, resolutions, solvency assessment and statutory register checks.
- Prepare the financial statement filing. Upload and validate the required XBRL file through the applicable BizFinx tool, and prepare the directors-authorised PDF where required.
- Log in to Bizfile. Select the business user login and access Bizfile through Corppass.
- Open the File Annual Returns eService. Review the pre-filled entity information, company type and FYE.
- Complete the declarations. State the company's activity, solvency, audit exemption and AGM position, and provide the required register information.
- Attach the required documents. Select the uploaded XBRL documents and attach the financial statement PDF where applicable.
- Review and submit. Confirm the declarations and pay the S$60 filing fee.
- Retain the acknowledgement. After successful filing, download the free electronic Business Profile from the Bizfile Inbox within the availability period.
If several years are overdue, all outstanding Annual Returns must be filed. Filing the latest year alone does not clear earlier defaults.
How much does Annual Return filing cost, and can the deadline be extended?
| Item | Current amount or period |
|---|---|
| Annual Return filing fee | S$60 |
| Standard extension of time for the Annual Return | 60 days |
| Extension application fee | S$200 |
A company that cannot meet its Annual Return deadline may apply for a 60-day extension of time. The application must be submitted before the filing deadline. ACRA advises applying at least 14 working days before the deadline, and the online application is unavailable once the deadline has passed.
An extension is not a substitute for completing the accounts and annual compliance work early. If an audit or XBRL preparation is involved, additional time should be built into the schedule.
What happens if an Annual Return is filed late?
Late filing results in an automatic late lodgment penalty. For Annual Return due dates on or after 14 January 2022:
| Length of delay | Late lodgment penalty |
|---|---|
| Up to 3 months after the deadline | S$300 |
| More than 3 months after the deadline | S$600 |
The S$300 or S$600 late lodgment penalty may not be the end of the matter. Depending on the circumstances, ACRA may also:
- Offer composition sums for Annual Return or AGM breaches
- Prosecute the company and its directors
- Seek court fines of up to S$10,000 per charge upon conviction
- Debar or disqualify directors in cases of repeated non-compliance
- Initiate striking off where there is reason to believe the company is not carrying on business or is not in operation
ACRA's current enforcement example shows a composition sum of at least S$500 for a late AGM breach and at least S$500 for a late Annual Return breach. These are separate from the automatic late lodgment penalty.
If the deadline has already passed: Complete the outstanding accounts and corporate records, file as soon as possible, and do not wait for enforcement correspondence. If several years are overdue, the full compliance history should be reviewed before making declarations.
Common Annual Return filing mistakes
- Calculating the deadline from the AGM date instead of the FYE
- Assuming that a dormant company does not need to file
- Treating an IRAS tax waiver as an ACRA waiver
- Filing before updating changes to directors, shareholders or the registered office
- Confusing audit exemption with exemption from preparing or filing financial statements
- Assuming every EPC is audit exempt
- Declaring solvency without assessing whether debts can be paid as they fall due
- Using the wrong XBRL template or an outdated filing tool
- Uploading financial statements that differ from the set authorised by the directors
- Missing the required signatures on the directors' statement
- Describing written resolutions as an AGM
- Waiting until the deadline to begin XBRL preparation or request an extension
Is an ACRA Annual Return the same as an IRAS tax return?
No. The two filings serve different purposes and are made to different government agencies.
| Filing | Filed with | Purpose | Usual timing |
|---|---|---|---|
| Annual Return | ACRA | Updates and confirms the company's corporate and annual compliance information | Generally within 5 months after FYE for listed companies and 7 months for non-listed companies |
| Estimated Chargeable Income | IRAS | Provides an estimate of taxable income | Within 3 months after FYE, unless a filing waiver applies |
| Corporate Income Tax Return | IRAS | Reports the company's final tax position for the Year of Assessment | By 30 November, unless a filing waiver applies |
Filing the Annual Return with ACRA does not satisfy the company's tax obligations. Similarly, completing the company's tax filings does not satisfy its Annual Return obligation.
For assistance with the tax side, see our corporate tax filing and computation services.
Frequently asked questions
Does a dormant company need to file an Annual Return?
Yes. A dormant or inactive Singapore-incorporated company must continue filing an Annual Return every year while it remains live on ACRA's register. Dormancy may affect its financial statement, audit or tax requirements, but does not remove the Annual Return obligation.
Is the Annual Return due 30 days after the AGM?
Not under the current general rules for financial years ending on or after 31 August 2018. The deadline is generally based on the FYE. A listed company files within 5 months after FYE, while a non-listed company files within 7 months, subject to the overseas branch register extensions.
Can a company file its Annual Return without holding an AGM?
Yes, where the company is exempt from holding an AGM or members have validly resolved to dispense with AGMs. The Annual Return must accurately state which position applies and the company must retain the supporting records.
Does audit exemption mean that financial statements are unnecessary?
No. Audit exemption only removes the requirement for an independent statutory audit. Most audit-exempt companies must still maintain proper accounting records and prepare financial statements.
Does every EPC avoid filing financial statements?
No. The usual filing exemption applies to a solvent EPC. An insolvent EPC generally files financial statements, using Simplified XBRL and PDF or Full XBRL depending on its size and public accountability.
Can a company with a corporate shareholder be audit exempt?
Yes. A company does not need to be an EPC to qualify for the small company audit exemption. A private company with a corporate shareholder may qualify if the company and, where applicable, its group meet the relevant criteria.
Who can file an Annual Return?
A director or company secretary may file it through Bizfile. The company may also appoint a registered Corporate Service Provider to prepare and submit the filing on its behalf.
What should be done if the company information in Bizfile is wrong?
The company should lodge the relevant update through the appropriate Bizfile transaction before filing the Annual Return. Company changes should not be left unreported until the annual filing.
What is the first Annual Return deadline for a new company?
The deadline is based on the company's first FYE and company type, not simply the incorporation anniversary. For most new private companies, the first Annual Return is due within 7 months after the first FYE.
Can a company apply for an extension after the Annual Return deadline?
The standard online application for a 60-day extension must be made before the deadline. Once the deadline has passed, the company should complete and file the outstanding Annual Return promptly and address any penalties or enforcement issues.
How much is the ACRA Annual Return filing fee?
The current ACRA filing fee is S$60. This is separate from professional fees for preparing financial statements, XBRL, AGM documents or the Annual Return submission.
How Leftright Corporate can help
Annual Return filing is the final step in a wider annual compliance process. Before filing, the company's accounts, corporate records, AGM position, audit exemption and XBRL requirements must all be properly assessed.
Leftright Corporate can assist with:
- Reviewing the company's Annual Return deadline and compliance status
- Preparing AGM or written resolution documents
- Preparing financial statements and coordinating audit matters where required
- Assessing financial statement filing and XBRL requirements
- Preparing and submitting the Annual Return to ACRA
- Maintaining statutory registers and recording company changes
Need help with an upcoming or overdue Annual Return?
View our ACRA Annual Return filing service, or appoint Leftright Corporate for ongoing Singapore company secretary services.
Official references: ACRA Annual Return requirements, ACRA AGM requirements, ACRA financial statement and XBRL requirements, and IRAS corporate income tax guidance.
