Drag-along rights are one of the most commercially significant provisions in any Singapore shareholder agreement. They give majority shareholders — typically a founding team or lead investor — the contractual right to compel minority shareholders to participate in a sale of the company on the same terms. Without drag-along rights, a single recalcitrant minority shareholder [...]
Selective share buybacks have long been a tool for Singapore companies to return capital to specific shareholders, restructure ownership, or facilitate founder exits. Under the Companies Act, any share buyback that does not offer shares to all shareholders pro-rata qualifies as "selective" and has always required a higher threshold of shareholder approval than an ordinary [...]
Annual General Meeting (AGM) — dispensing, EOT, virtual — Step-by-step walkthrough. For directors and company secretaries managing ACRA compliance. Prac...
Company Secretary statutory duties under the Companies Act — Step-by-step walkthrough. For directors and company secretaries managing ACRA compliance. P...
Under the Companies Act (Cap. 50), every Singapore-incorporated company must have at least one director who is ordinarily resident in Singapore. For foreign founders who do not yet hold Singapore residency or a valid long-term pass, this creates an immediate structural challenge at incorporation. The solution used by many foreign entrepreneurs is to appoint a [...]
The Accounting and Corporate Regulatory Authority (ACRA) is a supporting organisation at the UGCNS MSME Day 2026, to be held on 18 June 2026 at the SGX Auditorium in Singapore. The event is a free gathering aimed at small and medium-sized enterprises (SMEs) and focuses on compliance, regulatory updates, and business growth. ACRA's participation in [...]
The Corporate and Accounting Laws (Amendment) Act 2025 (CALA 2025) is the most significant overhaul of Singapore's corporate and accounting legislation in recent years. Phase 1 commenced on 6 May 2026, bringing with it enhanced director duty penalties, expanded disqualification grounds, the named audit partner requirement, and a new double-tier approval structure for selective share [...]
When a Singapore company wishes to repurchase shares from a specific shareholder rather than proportionally from all shareholders, this is known as a selective share buyback. From 6 May 2026, the rules governing such transactions changed significantly. The Corporate and Accounting Laws (Amendment) Act 2025 (CALA 2025) introduced a mandatory double-tier approval structure — requiring [...]
From 6 May 2026, Singapore audit reports must identify by name the public accountant primarily responsible for the audit engagement. This change — introduced by the Corporate and Accounting Laws (Amendment) Act 2025 (CALA 2025) — marks a significant shift in how audit accountability is demonstrated in Singapore. For company secretaries, audit committee members, and [...]
A court-supervised scheme of arrangement is one of Singapore's most powerful tools for corporate restructuring and compromise. It allows a company to reach a binding agreement with its creditors or shareholders — even over the objection of a minority — through a process sanctioned and supervised by the Singapore High Court. This article provides a [...]