FAQs  Annual Return

Can my small company be exempted from audit?

An exempt private company is exempted from audit requirements if the commencing date of its financial year is between 15 May 2003 and 31 May 2004 and its turnover for that financial year does not exceed $2.5 million. For financial years starting 1 Jun 2004, the amount of the turnover has been raised to $5 million. These companies are still required to maintain proper accounting records.

Is it mandatory for my dormant company to submit audited accounts?

You need not submit audited accounts, if your company does not have any accounting transactions for that financial year other than the exceptions set out in section 205B(3) of the Companies Act, eg. maintenance of registered office. If you are not sure whether there was any accounting transaction for your company, please seek professional advice from your auditors.

I have registered a company. Must I renew the company registration yearly?

A company is not renewed yearly as per the business entity rather is required to submit Annual Return on a yearly basis.

When must my company hold its Annual General Meeting or AGM?

Every company is required to hold its first AGM within 18 months from the date of incorporation. Subsequent meetings must be held every calendar year. However the interval between such AGMs must NOT be more than 15 months.

What must the company do after it has held its AGM?

The company must file its Annual Return with ACRA. The Annual Return must be filed within one month after the date of the AGM.

Do Exempt Private Companies need to attach the EPC certificate or Statement by EPC for audit exemption when filing Annual Returns from 1 November 2007?

With effect from 1 November 2007, we have removed the need to attach the EPC certificate or Statement by EPC for audit exemption for Exempt Private Companies. They are required to confirm on the online declarations before submitting the Annual Returns.

Do Dormant Companies need to attach the Statement by dormant companies for audit exemption when filing Annual Returns from 1 November 2007?

With effect from 1 November 2007, we have removed the need to attach the Statement by dormant companies for audit exemption for Exempt Private Companies. They are required to confirm on the online declarations before submitting the Annual Returns.

At the declaration page of the Annual Return for local companies, there is a new selection "have not taken place" under the drop down list to confirm the transfers aince the date of the last annual return. What is the difference between " have not take

The new selection "have not taken place" under the drop down list is added to cater to the scenario where no transfer of shares has taken place since the last annual return. In this case there is no need to register at all.

On the other hand, if there is a transfer of shares since the last annual return but the company has not registered such transfer, then the lodger should select "have not been registered".

Is the LLP required to submit Annual Returns to ACRA?

No but the manager is required to submit an Annual Declaration to ACRA stating whether the LLP is able or unable to pay its debts

Do we need to hold AGM? What about minutes and resolutions?

The LLP Act does not prescribe requirements to hold Annual General Meetings.

You have to refer to the LLP legislation on whether partnership's resolutions are required to be filed or reported for specific instances (such as winding up). By and large, the LLP Act does not prescribe detailed requirements for different types of resolutions as the LLP is a "business" structure.