Responsibilities of a Company Secretary in Singapore
Every company operating in Singapore is required to appoint a company secretary as per Singapore law. There are certain eligibility criteria that must be considered before hiring a company secretary.
A company secretary must be a resident of Singapore. Similarly, if a company has only one director, he or she cannot act as a company secretary. On the other hand, if a company has more than one director, then one of the directors can fulfil the responsibilities of a company secretary.
The Singapore Companies Act does not elaborate on the specific duties and responsibilities of a company secretary in Singapore.
Generally, a company secretary is responsible for the administrative and reporting functions given in the Singapore law. It is the duty of the company secretary to facilitate the company directors in making sure that the company complies with all of the legal rules and regulations.
The purpose of this post is to give information about the appointment of a company secretary in Singapore and the overall responsibilities of the company secretary.
Appointment
Section 171 of the Companies Act, Cap. 50 clearly states that every company in Singapore must appoint one or more company secretaries who must be a resident of Singapore. Moreover, it is the responsibility of the directors of a company to make sure the company secretary has the required qualifications and work experience to fulfil the important responsibilities of a company secretary.
Responsibilities of a Company Secretary
There are many different responsibilities and duties that a company secretary in Singapore must fulfil to ensure the smooth functioning of the organizations. Some of these responsibilities are:
1. Protect the Company’s Interests
It is the responsibility of the company secretary to make sure the company complies with all of the relevant rules and regulations. It is important to protect the best interests of the company.
Moreover, company secretaries ensure the implementation of the best working practices at the company. They are responsible for working with the company’s working partners such as an outsourced accounting firm in Singapore.
2. Advise Directors
A company secretary also has the important responsibility of providing reliable advice to the company directors and give support whenever required. The company secretaries must keep the directors up-to-date with all the important developments about the company and make meaningful contributions to the board meetings.
3. Communication with Shareholders
The company secretaries should maintain regular and steady communication with the shareholders to ensure their interests in the company are being protected. Moreover, they are responsible for the timely distribution of the financial statements so that the shareholders can fully participate in the company’s annual general meeting.
4. Maintaining Statutory Registers
Maintaining and updating the statutory registers like the register of shareholders and charges is an important part of the company secretary’s responsibilities because it is required by the law.
5. Protect Company Seal
The company secretary has to safeguard the company seal and use it on different official documents when required.
6. Prepare Meeting Agendas
It is the responsibility of a company secretary to prepare the agenda of the meetings and send proper notices to the company members and shareholders. It also includes the organization of the meetings.
7. Follow Company Rules
The company secretaries not only ensure the company’s compliance with rules and regulations but also has to follow the constitution of the company themselves at all times.
8. Account Preparation
Whether the company is preparing and managing the accounts itself or outsourcing it to an accounting firm in Singapore, it is the responsibility of the company secretary to make sure all of the accounts are prepared according to the company rules and regulations.
Moreover, the company secretary must file such changes and financial statements with the registrar.
9. Company Identity
The company secretary has to ensure that the name and entity number of the company are properly stated on the official notices, business letters, and other important documents.
10. Filing Official Forms
Filing statutory forms with the registrar and other authorities is essential for companies to ensure smooth functioning without running into any legal issues. Therefore, the company secretary must file the required returns and forms with the registrar within the particular deadlines. It includes filing returns and forms like the Annual Returns, returns of shares, and other official notices.
11. Prepare Minutes of Meetings
Company records have to be thoroughly maintained as per the law. It is the responsibility of the company secretary to prepare the minutes of the meetings and keep the company records up-to-date.
In a Nutshell
These are the major responsibilities of the company secretary in Singapore. It is quite evident that it is of importance in any company in Singapore, and as such, the law makes it mandatory for companies to hire a company secretary.
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