The Annual Return is an electronic form filed with ACRA that provides crucial corporate information such as the names of the directors, secretary, and members, as well as the date the company’s financial statements are made up to. Critical information is provided in the Annual Returns to assist the company’s stakeholders in making wise decisions.

Who Should File The Annual Returns Of Your Company?

Annual Returns can be filed online through ACRA’s online filing platform, BizFile+, by your appointed officer (director or company secretary). Alternatively, you can have a registered filing agent (eg. corporate secretarial firm) to handle this for you.

Most of the information is now pre-filled in the Annual Returns as part of ACRA’s efforts to simplify the Annual Return filing procedure. The filer needs only to review the pre-filled information to ensure that it is up-to-date and relevant for the current Annual Returns.

When should you file the Annual Returns of your company?

Annual Returns must be filed by listed companies within five months after their company’s financial year end. Non-listed companies must file the Annual Returns within seven months after their company’s financial year end.

For companies having a share capital and keeping a branch register outside Singapore, file annual returns within six months (for listed companies) or eight months (for non-listed companies) after financial year end.

In addition, note that the annual return can be filed only
  • After an Annual General Meeting (“AGM”) has been held
  • After financial statements are sent (if company need not hold an AGM)
  • After financial year end, for a private dormant relevant company that is exempted from preparing financial statements or that has dispensed with the AGM.

What does the Annual Returns comprise of?

The following is a list of key information that you must supply when filing the AR
  • Company details: This includes company type, registered office address, the particulars of the company officers, details of registered charges, and changes (if any) to your primary or secondary business activities.
  • Shares: This includes details such as number of shares held, issued share capital, amount of paid up share capital and so on.
  • Financial statements: Companies who are required to file financial statements must do so in XBRL format. These must be prepared and validated beforehand to file your Annual Returns.
  • Date of Annual General Meeting: Mention the date of when your company’s Annual General Meeting was held. It is important to note that the Annual Returns can be filed only after an AGM has been held. This is not applicable if your company is exempted from holding AGMs.

How to file your company’s Annual Returns?

Companies can use the BizFile+ portal to electronically file their Annual Returns. The company secretary, who was in charge of statutory filing, and the directors of the company must both sign it before the Annual Return can be filed.

Applying for an extension of time to file Annual Return

Companies have the option to apply for a 60-day extension on the deadline for filing their Annual Returns. They should submit the application for extension of time more than 14 working days before the deadline because processing can take up to 14 working days. The application fee is $200.

An extension of time can be applied by either a director or company secretary.

What will be happen if you miss the deadline to file your company’s Annual Returns?

Annual Returns must be filed on time by all companies. Companies who fail to hold the AGM and file the Annal Returns by the deadline may risk penalties of up to $600 for each late filing.

It can be quite challenging for newly established companies to handle the duty of preparing financial statements, holding annual general meetings, and filing Annual Returns. Hiring a qualified corporate secretarial firm can satisfying your statutory compliance needs.

ACRA may prosecute the company and/or its directors that breach statutory obligation in court if
  • The company and/or its directors do not accept the offer of composition; or
  • When ACRA decides not to offer composition for the breaches.

Under S155 of the Companies Act, a director who is convicted of three or more filing related offences under the Companies Act within five years would be disqualified as a director. Once disqualified, the individual will be unable to serve as a company director or participate in the management of any local or foreign company for five years, beginning on the date of the conviction.

If there is a reasonable basis to believe that a company is not carrying on business or is not in operation, ACRA may strike it off (e.g. failing to file Annual Return.)