A share subscription payer should be reconciled to the proposed allottee before the company treats the receipt as completed share administration. Money arriving from another person or group entity does not, by itself, identify who should receive the shares. Preserve the payment and ask the company secretary to resolve the difference against the approved transaction.

Hands signing a document at an office desk
Illustrative photograph by Pavel Danilyuk.

Start with the approved subscription

Identify the company, proposed shareholder, share class, quantity and agreed consideration. Keep the subscription terms and relevant approvals together. A bank narrative containing the word capital is not a substitute for those records.

Record the payer name shown by the bank without changing it to match the proposed shareholder. Where the narrative is abbreviated, obtain reliable supporting information through an authorised channel. Do not assume that two businesses with a common director are the same legal person.

Ask what the payment represents

Request an explanation connecting the remittance to the intended subscription. The payment could have been made on another party’s behalf, relate to a different obligation or require further review. The secretary and appropriate advisers should assess the evidence and applicable requirements before the records are finalised.

This evidence exercise does not replace customer checks or the necessary corporate approvals. A third-party payment should not be used to bypass questions about ownership or authority.

Example: a parent pays for an individual’s subscription

The company expects a subscription from an individual, but the funds arrive from an overseas corporate account. Keep the discrepancy visible and obtain the relevant explanation and authority. Do not name the corporate payer as shareholder merely to make the bank record and filing agree.

Reconcile filing and accounting workstreams

Give the accountant the approved explanation for the receipt and any unresolved issue. Ask the secretary to verify the allotment particulars through the applicable ACRA process. Receipt of cash, approval of an issue and acceptance of a filing are different milestones.

Retain the final evidence chain

Keep the remittance, explanation, approvals and accepted share records connected. Where the evidence remains inconsistent, escalate before issuing completion confirmations. Do not backdate an explanation or alter the bank advice to conceal the original payer.

Related practical guidance

For the surrounding records and responsibilities, see maintaining statutory records, the company secretary role, company recordkeeping.

Official guidance: ACRA company guidance.

Help with your company records

For corporate secretarial and company administration support, contact Raffles Corporate Services at [email protected] or WhatsApp +65 8501 7133. Tell us which records or process need attention so we can discuss the relevant next steps.