Every Singapore company must have at least one company secretary. A newly incorporated company must appoint one within six months, and the position cannot remain vacant for more than six months.
The secretary must be an individual who is locally resident and must not be the same person as the company's sole director. The directors are responsible for taking reasonable steps to appoint someone with the knowledge and experience needed to perform the role.
For most small private companies, the company secretary handles the corporate administration behind ACRA filings, statutory registers, resolutions and annual compliance. The directors still remain responsible for the company and cannot transfer their legal duties to the secretary.
What is a company secretary in Singapore?
A company secretary is one of the officers recorded for a Singapore company. The role is mainly concerned with corporate administration and compliance rather than running the day-to-day business.
This includes helping the company keep its statutory information current, prepare the records and resolutions needed for corporate actions, organise company meetings where required, and keep track of filing obligations with the Accounting and Corporate Regulatory Authority (ACRA).
The role is different from an administrative or personal secretary. It is a statutory office under the Companies Act 1967.
When must a company secretary be appointed?
A company must appoint a secretary within six months after incorporation. ACRA also states that the position cannot be left vacant for more than six months. A director may face a fine of up to S$1,000 if the requirement is not met.
There is no need to wait until the end of the six-month period. In practice, many companies appoint their secretary at incorporation or shortly afterwards so there is someone responsible for the company's corporate records and early post-incorporation matters from the start.
If a secretary later resigns or is replaced, the company must update the change with ACRA through Bizfile within 14 days.
Who can be a company secretary?
For a Singapore company, the appointed secretary must be a natural person, not another company. ACRA states that the secretary must be a Singapore citizen, Singapore permanent resident or someone who meets the local residency rules.
The sole director of a company cannot also act as that company's secretary. If the company has more than one director, a director is not automatically prohibited from also being the secretary, provided the applicable requirements are met.
Under section 171 of the Companies Act, the directors must also take reasonable steps to make sure the person appears to have the requisite knowledge and experience to perform the functions of a company secretary. Public companies are subject to additional prescribed qualification requirements.
What does a company secretary do?
The exact work depends on the company's circumstances. For a typical private company, the secretary's work commonly covers the following areas.
| Area | Typical company-secretarial work |
|---|---|
| Company records | Maintain company information and statutory registers, minute books and supporting corporate records. |
| ACRA filings | Prepare or coordinate filings for changes to officers, addresses, business activities, shares and other registered particulars where applicable. |
| Annual compliance | Track the Annual Return and relevant AGM requirements, prepare standard resolutions and remind the company of statutory deadlines. |
| Corporate actions | Prepare resolutions and records for matters such as director changes, share transactions, bank mandates and other company decisions. |
| Governance support | Organise meetings where required, prepare minutes and help directors maintain an appropriate documentary trail for company decisions. |
A company secretary may also help with the company's Register of Registrable Controllers (RORC), but that subject has its own detailed rules. See our guide to the Register of Registrable Controllers for the current requirements.
For the wider yearly cycle, including ACRA and IRAS obligations, see our Singapore company annual compliance guide.
Is the company secretary responsible for everything?
No. The secretary supports the company's compliance and administration, but the directors remain responsible for managing the company and meeting their own legal duties.
For example, the secretary can prepare a board resolution and lodge the resulting change with ACRA, but the underlying decision still needs to be properly made by the directors or shareholders where the Companies Act or the company's constitution requires it.
The same distinction applies to accounting and tax. Corporate secretarial work mainly concerns company law, records and ACRA matters. Bookkeeping, financial reporting and corporate income tax are separate functions, even when one service provider handles several of them for the same company.
Can a company appoint its own employee as secretary?
Potentially, yes. A private company does not automatically have to outsource the office to a professional firm. The appointed person still needs to satisfy the Companies Act requirements, and the directors still need to be comfortable that the person has the necessary knowledge and experience.
For a small company, outsourcing is common because corporate actions and filing rules may arise only occasionally, while a professional corporate-secretarial team handles them every day. It can also avoid having compliance knowledge concentrated in an employee whose main job is something else.
If you engage a business to provide company-secretarial services, the current regulatory term to look for is a registered Corporate Service Provider (CSP). ACRA's CSP regime took effect on 9 June 2025.
What should you look for when choosing a company secretary?
Start with the practical questions: who will actually be appointed, what work is included in the annual fee, what attracts an extra fee, how quickly the team responds, and whether the provider has a reliable process for deadlines and company records.
- Confirm who the named secretary will be and how you contact the team.
- Check that a commercial provider is registered with ACRA as a CSP.
- Compare the renewal price, not only the first-year promotional price.
- Check whether Annual Return filing and the ACRA filing fee are included.
- Ask which routine resolutions, officer changes or share transactions are included or separately charged.
- Understand how the provider keeps and updates your statutory records.
We cover these buying considerations separately in our guide to choosing a company secretary service provider. That page is the better place for a detailed provider comparison, while this guide stays focused on the statutory role itself.
Can you change your company secretary?
Yes. A company can replace its secretary. The appointment or withdrawal of a position holder must be reported to ACRA within 14 days of the change.
Before switching, make sure the outgoing and incoming arrangements cover the handover of the company's statutory records, minutes and any pending corporate actions. A change of provider should not leave the secretary position vacant beyond the permitted period.
Need a company secretary for your Singapore company?
We provide a named company secretary and help manage the routine corporate records, resolutions, Annual Return filing and ACRA compliance that come with running a Singapore company.
If you are incorporating a new company, replacing your existing secretary or simply want to understand what your current arrangement covers, contact us. We will be happy to look at your situation and explain the practical next step.
