LATEST NEWS FEEDS
Auditor or no Auditors?
Whilst many Singapore companies, particular those part of a group of companies, often require their Singapore subsidiary to appoint a firm of Singapore auditors, this is not always preferred or mandatory.
When does a Singapore company need to or not need to appoint a firm of auditors?
- Dormant Companies
Companies in which no accounting transaction occurs during its financial year are exempt from auditing their financial statements (and, on meeting certain conditions, may not be required to prepare annual financial statements at all for a given financial year).
- Small Company
So called ‘small companies’ are exempt from audit requirements, provided in the current year and immediately preceding two (2) financial years, they do not meet 2/3 of the following criteria:
Annual revenue of the Singapore company does not exceed SGD 10,000,000 (around USD 7,200,000);
Value of company’s assets does not exceed SGD 10,000,000 (around USD 7,200,000); and / or
The company has more than 50 employees.
- Small Group
To meet the small group exemption, the corporate group as a whole will be calculated in for items 1 to 3 above. If 2/3 of the thresholds are met, the Singapore company as part of the group will require to appoint Singapore auditors.
To find out more about our annual compliance services for Singapore companies, please contact [email protected].
The Companies and Limited Liability Partnerships (Miscellaneous Amendments) Act 2024 came into force from July 1st, 2024.
What changes have relevance for our existing and new clients requiring company incorporation and annual maintenance services?
- Creation of Central Register of Nominee Directors and Shareholders
Whilst Singapore companies, limited liability partnerships and foreign companies are required to internally keep and maintain a register of nominee directors and shareholders, entities will need to submit their registers to ACRA’s central register of nominee directors and shareholders. This information will remain non-public and only be accessible by government agencies.
- Increase in fines for non-compliance
Fines have been increased from SGD 5,000 to SGD 25,000 (around USD 3,600 to USD 18,000) for breaches of the Companies Act requirements relating to Singapore companies requirements to maintain, submit to ACRA and / or keep updated a company, limited partnership and foreign company’s register of registrable controllers, nominee directors and shareholders (it is therefore important clients are made aware of the importance of providing necessary information for companies to continue to comply with these requirements).
To find out more about our company incorporation and annual compliance services for Singapore companies, please contact [email protected]
How has the new portal had an impact on registered Corporate Services Providers such as our firm since the Accounting and Corporate Regulatory Authority (“ACRA”) new Bizfile portal was launched on December 9th, 2024?
One of the key changes relates to the appointment of clients to the ACRA Bizfile system so we can assist in preparing and e-filing transactions for them.
Until now, this was done without the requirement for endorsement by the director of the company itself. However, from December 9th, 2024, it is now a requirement for the Singapore company directors to itself log into the ACRA bizfile portal to complete the endorsement step itself.
We recently assisted a company to do this process, and would be happy to help your company if you are in a similar situation - there are a few processes and filing to do which we had to teach step by step the director of the client.
In addition, for certain e-filing matters such as appointment of a firm of auditors, it is now necessary to ensure the firm of auditors endorses the application before it takes effect / is updated in the online records of the Singapore company.
We are closely monitoring the new ACRA Bizfile portal and will continue to update our clients as and when additional updates occur.
#Companies #Singapore #Compliance #Laws #Regulations
The Importance of Conducting Regular Compliance Reviews of your WOFE or JV in China
Once your China company has been established, it will likely go through a process of approvals and licensing and thereafter begin conducting business operations.
However, the China company will need to ensure it continues to comply with a number of various compliance obligations during its existence, including (without limitation):
1. Holding board / shareholders meetings / taking minutes of such meetings;
2. Ensuring local and foreign employees contracts / terms are in accordance with local regulations; and
3. Ensuring compliance filings are kept up to date with the company, accounting and tax authorities / bodies.
We regularly recommend our clients to conduct yearly or bi-yearly corporate compliance checks for their China company to ensure that the employees / managers on the ground are ensuring the China company is complying with its legal obligations and – where gaps are identified – remedial measures are put into place / processes for the future.
As China’s new Company Law came into force on July 1st, 2024, there is no better time than now to identity any compliance issues and resolve the same. In addition, if there is an exit strategy for the China company (e.g. M&A deal), it will save considerable hassle down the line if the company's compliance is in good order.
To find out more about our China compliance services, please contact us at [email protected]
Can you get your profit out of China?
It has been a question asked by our clients so many times. Many MNCs and SMEs invested huge amount of money in China with the hope to make money and send it back to their shareholder.
Generally speaking, companies are set up to generate profits which will – eventually – be distributed to the company’s owners from time to time by way of dividend distribution.
China operates no different, however – unlike other jurisdictions – the process by which a China company can effectively declare and distribute dividends to its owners is not necessarily straightforward and will require some thought, planning and time.
Here are some tips we think are useful to consider before planning to declare a dividend distribution from a China company:
1. Compliance and accounting: from Day 1 of your operations in China, please keep all your accounting in compliance! File monthly and annually your VAT/financial statements and annual audit. When you wish to repatriate your profits, the Chinese government will check in details all your filing.
2. Paperwork: various documents need to be prepared and submitted both to the China bank and tax authorities before the dividend distribution can be completed.
For example, a set of audited financial statements will need to be prepared confirming the retained / available profits of the China company for distribution.
3. Calculation: the dividend distribution amount will be subject to deductions, including what is known as a statutory reserve.
4. Tax: it is a requirement that the appropriate amount of tax is paid on the proposed dividend amount less the statutory reserve. This is currently taxed at 10%
To find out more about our China company incorporation and annual maintenance services, please contact us at [email protected]