RORC and beneficial-owner register under CSP Act 2024 — Eligibility and requirements checklist

The RORC and beneficial-owner register under the CSP Act 2024 framework require every Singapore company to identify and record the individuals who ultimately own or control it. A company must maintain a Register of Registrable Controllers and lodge the same information centrally with ACRA, and corporate service providers must verify that information under strengthened obligations introduced by the Corporate Service Providers Act 2024.

What the RORC and beneficial-owner register under the CSP Act 2024 require

The Register of Registrable Controllers, or RORC, captures the beneficial owners — the individuals or legal entities with significant control over a company. The obligation to keep a RORC sits in the Companies Act 1967, which requires companies and limited liability partnerships to identify their registrable controllers and record prescribed particulars. Alongside the register kept by the company, the same information must be lodged with the Accounting and Corporate Regulatory Authority central register. The Corporate Service Providers Act 2024 tightened the regime by placing verification and anti-money-laundering duties on the registered corporate service providers who form and administer companies.

Who is a registrable controller

A registrable controller is generally an individual or legal entity that holds, directly or indirectly, more than 25% of the shares or voting rights in the company, or that otherwise exercises significant control or influence over it. Both individual controllers and corporate controllers must be recorded. Identifying them can be straightforward for a single-owner company but complex for layered structures with nominee arrangements; our guide to the company secretary’s statutory duties explains who typically owns this task day to day.

Eligibility and requirements checklist

• Identify every registrable controller — individuals and corporate entities with more than 25% ownership or significant control.
• Send notices to persons believed to be controllers and to those who may know their identity.
• Maintain the RORC with prescribed particulars — name, identification, nationality, address, and the nature and date of control.
• Lodge the controller information with the ACRA central register and keep it current.
• Maintain a Register of Nominee Directors and a Register of Nominee Shareholders where relevant.
• Retain the register for the period required after the company ceases to exist.
• Cooperate with the registered corporate service provider’s verification checks under the CSP Act 2024.

Deadlines and updates

A newly incorporated company must set up its RORC within 30 days of incorporation and lodge the controller information with ACRA within the prescribed period. When control changes, the company must update its own register within a short window — typically two business days of learning of the change — and refresh the central register accordingly. Because control can shift through a share transfer, a new financing round or a restructuring, the register needs continuous maintenance rather than an annual review. Foreign-owned structures should coordinate this with incorporation; see our Pte Ltd registration for foreigners guide.

Penalties and the CSP Act 2024 dimension

Failure to maintain or lodge the required registers is an offence under the Companies Act 1967, exposing the company and its officers to financial penalties. The Corporate Service Providers Act 2024 added a further layer: corporate service providers must be registered with ACRA, must conduct customer due diligence, and face sanctions for breaches. Nominee directors must now be disclosed as such, and providers cannot act unless they meet the fit-and-proper and AML standards. The practical effect is that beneficial-ownership information is verified at the gateway, not merely self-declared.

Common mistakes and gotchas

The frequent failures are treating the RORC as a one-off setup, omitting corporate controllers, missing the short update window after a change of control, and failing to keep the central register in step with the company’s own register. Structures using nominees must now be transparent to the service provider even if not to the public. Companies with family-office or fund layers should map control carefully — our multi-jurisdiction family office structures guide shows how ownership chains are typically documented.

Step-by-step: setting up and maintaining the RORC

Establishing a compliant Register of Registrable Controllers is a defined exercise that must be repeated whenever control changes. The sequence is:

1. Identify potential controllers. Review the share register and control arrangements to find individuals and entities holding more than 25% or otherwise exercising significant control.
2. Send statutory notices. Issue notices to suspected controllers, and to persons who may know their identity, requiring confirmation of the particulars.
3. Record the particulars. Enter each controller’s name, identification, nationality, address, and the nature and date of control in the RORC.
4. Lodge with the central register. File the controller information with ACRA within the prescribed period after incorporation or change.
5. Keep it current. Update the RORC and central register within the short window — generally two business days — after learning of any change.
6. Maintain related registers. Keep the registers of nominee directors and nominee shareholders where those arrangements exist.

Because control can shift through a financing round, share transfer or restructuring, the RORC needs continuous maintenance rather than an annual refresh. Foreign-owned groups should coordinate this with incorporation; see our foreigner incorporation guide.

Verification duties on corporate service providers

The Corporate Service Providers Act 2024 reframed beneficial-ownership compliance by putting verification duties on the professionals who form and administer companies. A registered corporate service provider must conduct customer due diligence, verify the identity of controllers, screen for money-laundering and sanctions risk, and decline or exit engagements that cannot be verified. Providers must themselves be registered with ACRA and meet fit-and-proper standards, and individuals acting as nominee directors by way of business must be appointed through a registered provider and disclosed as nominees. The practical effect is that beneficial-ownership information is checked at the gateway rather than merely self-declared, which raises the standard of accuracy across the register. Companies with layered or family-office ownership should document their control chains clearly so verification is smooth; our multi-jurisdiction family office structures guide shows how those chains are typically mapped, and directors should understand their part in it alongside their statutory duties.

FAQs

Who counts as a registrable controller?
Generally an individual or entity holding more than 25% of shares or voting rights, or otherwise exercising significant control over the company.

When must a new company set up its RORC?
Within 30 days of incorporation, with the controller information also lodged on the ACRA central register within the prescribed time.

What did the CSP Act 2024 change?
It requires corporate service providers to be registered, to verify beneficial-ownership information, and to meet AML and fit-and-proper standards, with penalties for breaches.

How quickly must changes be recorded?
The company generally must update its RORC within two business days of learning of a change and refresh the central register accordingly.

Related guides

See our company secretary duties guide and foreigner incorporation guide. Family-office groups should read multi-jurisdiction family office structures; directors on work passes, the COMPASS framework guide. The Companies Act 1967 and CSP Act 2024 are on Singapore Statutes Online.

Need help with this? Call, SMS or WhatsApp +65 8501 7133, or email [email protected]. Raffles Corporate Services works with a panel of corporate and employment law firms; this article is general information, not legal advice.