The Corporate and Accounting Laws (Amendment) Act 2025 (CALA 2025) made its most significant entry on 6 May 2026, when Phase 1 commenced and brought into effect a package of governance reforms that immediately affected every Singapore director, company secretary, and audited company. But Phase 1 is not the end of the story. CALA 2025 contains further provisions that have not yet been given a commencement date, and ACRA has signalled that additional phases will follow.

This article provides company secretaries, directors, and governance professionals with a forward-looking guide to what the CALA 2025 has already changed, what is still to come, and how to stay ahead of each new development.

Recap: What Phase 1 (6 May 2026) Brought

It is worth recapping the Phase 1 changes before looking ahead. Four major changes took effect on 6 May 2026:

  1. Heavier director duty penalties — The maximum fine for breaching core director duties under Section 157 of the Companies Act (acting in good faith, avoiding conflicts of interest, and not using position for personal gain) has quadrupled from S$5,000 to S$20,000, with imprisonment of up to 12 months in serious cases. The increase sends a clear signal that ACRA intends to take director misconduct far more seriously. Full details are available in our CALA 2025 commencement guide for directors.
  2. Expanded AML disqualification — A new category of automatic director disqualification now applies to persons convicted of money laundering offences. This closes a gap in the previous regime and aligns Singapore with international anti-financial crime standards. The change is particularly relevant given Singapore’s ongoing efforts to strengthen its defences against the misuse of corporate structures for illicit purposes.
  3. Named audit partner in audit reports — Audit reports for financial years ending on or after 6 May 2026 must now identify by name the individual public accountant primarily responsible for the engagement. This change enhances audit accountability and aligns Singapore with regimes in the US, UK, and Australia. See our dedicated guide on the named audit partner requirement.
  4. Selective share buyback double-tier approval — Selective off-market share purchases now require two separate 75% approvals: one from all shareholders (excluding sellers) and one from shareholders of the affected class (excluding sellers). This protects minority shareholders from being disadvantaged in targeted buyback transactions. Our guide to the new selective share buyback rules covers the practical implications in detail.

What Is Still Pending: Remaining CALA 2025 Provisions

CALA 2025 amends three principal statutes: the Companies Act 1967, the Accountants Act 2004, and the Singapore Accountancy Commission Act 2013 (SAC Act). While Phase 1 addressed key Companies Act and Accountants Act provisions, a number of amendments — particularly those relating to the professional regulation of public accountants and the governance of the Singapore Accountancy Commission — have not yet commenced.

Accountants Act Amendments

CALA 2025 contains provisions amending the Accountants Act 2004 that go beyond the named audit partner requirement that came into effect in Phase 1. Further amendments to the professional registration, disciplinary, and oversight framework for public accountants are expected to be brought in during subsequent phases. These changes are expected to strengthen ACRA’s oversight powers over audit firms and individual public accountants, and may affect the conditions for registration, the conduct of inspections, and the enforcement of professional standards.

Singapore Accountancy Commission Act Amendments

Amendments to the Singapore Accountancy Commission Act 2013 form another tranche of CALA 2025 that has not yet commenced. The SAC Act governs the Singapore Accountancy Commission, which oversees the Singapore Chartered Accountant Qualification (SCAQ) programme and the professional development framework for accountants. The pending amendments are expected to update the governance and operational framework of the SAC itself.

Company secretaries and audit committee members of companies that employ or retain qualified public accountants should monitor ACRA’s news and announcements page for the expected commencement order for these provisions.

Why Staying Ahead of Each Phase Matters

The phased commencement model used for CALA 2025 reflects the practical challenges of implementing sweeping legislative reform: different provisions affect different stakeholders (directors vs. auditors vs. the Accountancy Commission), require different implementation lead times, and have different regulatory dependencies.

For directors and company secretaries, the phased approach means that compliance obligations are not static — they change with each new commencement order. A director who reviews their governance obligations once and considers the job done is at risk of being caught off-guard by subsequent phases.

The practical implication is straightforward: governance compliance is not a one-time exercise. It is an ongoing practice of monitoring, updating, and embedding new requirements into the company’s standard operating procedures. The statutory duties of a company secretary explicitly include keeping the board informed of regulatory changes — this is part of the professional value a good company secretary provides.

A Practical Compliance Habit: Monitoring ACRA Announcements

Company secretaries and compliance officers should establish a regular habit of checking ACRA’s news and announcements for new commencement orders. When a new phase commences, the following review cycle is recommended:

  1. Read the commencement notification — Identify exactly which provisions are commencing and on what date.
  2. Assess the impact on your company — Not all provisions affect all companies. Determine which changes are relevant to your company’s specific circumstances (e.g., whether you have audited accounts, what share classes you have, whether any directors are involved in professional accounting roles).
  3. Update your board charter and governance policies — If the new provisions change director duties, approval thresholds, or disclosure requirements, update your internal documents accordingly.
  4. Update the compliance calendar — If new filing or procedural requirements are introduced, add them to your annual compliance calendar. Refer to the Singapore company compliance calendar for a comprehensive template.
  5. Brief the board — Directors cannot rely on ignorance of the law as a defence. A brief written update from the company secretary to the board at each commencement date is a practical and professional step.

CALA 2025 in the Broader Context of Singapore Corporate Law Reform

CALA 2025 is the most significant set of amendments to Singapore’s corporate and accounting law framework in recent years. But it is worth placing it in the broader context of Singapore’s ongoing approach to corporate governance reform.

Singapore has, over the past decade, progressively tightened its regulatory expectations of directors, auditors, and corporate service providers. Key milestones include the introduction of the Register of Nominee Directors (2017), the expansion of ACRA’s enforcement powers, the introduction of enhanced KYC and AML requirements for corporate service providers, and the CALA 2025 itself.

For directors and company secretaries, the message is consistent: Singapore is raising the bar for corporate governance, and those who cannot or will not meet the higher standards face increasingly serious consequences. The combination of higher penalties, automatic disqualification, and greater public accountability through the named audit partner requirement sends a clear and coherent signal about the direction of regulation.

For companies managing these changes, legal advice on specific governance questions raised by the CALA 2025 amendments is advisable. For the latest Singapore business and regulatory news, there are useful resources for directors keeping up with the evolving compliance environment. Beyond compliance, sound financial planning and investment decisions remain important alongside governance obligations for business owners.

How Raffles Corporate Services Can Help

At Raffles Corporate Services, we track every commencement order and regulatory update affecting Singapore companies, and we proactively update our clients when new obligations take effect. Our corporate secretarial team helps companies integrate regulatory changes into their governance processes — not just as a one-off response, but as an ongoing compliance discipline.

To speak with the team at Raffles Corporate Services, you can email [email protected] or call, SMS, or WhatsApp +65 8501 7133. We are happy to assist with any queries.

— The Editorial Team, Raffles Corporate Services