Founders and their advisers occasionally come across the term "deferred shares" while structuring a company's share capital, usually while comparing notes with an ordinary and preference share class already on the table. It is a class most Singapore-incorporated companies will never issue, yet understanding what a deferred share actually is, and why it has fallen [...]
Redeemable preference shares are one of the more versatile tools available to Singapore private companies, yet they remain widely misunderstood outside professional circles. Unlike ordinary shares, which a company can only buy back subject to strict share buy-back rules, redeemable preference shares are designed from the outset to be bought back on terms the company [...]
A supplier's finance manager receives a signed deed of guarantee. One director's signature is on it, witnessed by a colleague. The company's constitution actually requires two directors to sign anything over a certain value, and this director signed alone. Is the company bound anyway? This is not a hypothetical worry. It is the exact fact [...]
When a Singapore private company changes hands, the share transfer itself is usually the easy part. A signed instrument of transfer, board approval, an updated register of members and the ACRA notice under section 126 of the Companies Act 1967 will take care of the equity. What trips up buyers, sellers and their company secretaries [...]
When a Singapore company needs to go to court, whether to restore a struck-off entity, resolve a shareholder dispute, rectify the register of members, or wind up a company that has run its course, the business owner is often already working with a corporate service provider (CSP) for the day-to-day secretarial and compliance side of [...]
Most Singapore business owners know, in broad terms, that CPF is compulsory for employees. What trips many sole owner-directors up is that a director is not automatically an "employee" for CPF purposes at all. Whether CPF is compulsory, optional, or simply not applicable depends on how the director is paid and in what capacity, and [...]
Striking off a dormant Singapore company has long been treated as a clean, low-cost way to close a chapter: file the application, let the notices run their course, and the entity disappears from the register. Many directors also assume the position is reversible, that if a struck-off special purpose vehicle or old holding company is [...]
How to Change Your Singapore Company's Financial Year End: ACRA Rules and Tax Implications Every Singapore-incorporated company must fix a financial year end (FYE), and that single date quietly drives a surprising amount of your compliance calendar: when your annual general meeting is due, when your annual return must be lodged, and when your tax [...]
A share certificate is one of the most important documents a Singapore private limited company issues, yet it is frequently prepared incorrectly, issued late, or not issued at all. For shareholders, it is the primary documentary evidence of their ownership. For companies, getting it wrong creates problems during due diligence, bank account opening, and subsequent [...]
What Is a Dividend in Singapore? A dividend is a distribution of a company's profits to its shareholders, proportional to their shareholding. In Singapore, dividends are governed by the Companies Act 1967 and the company's constitution. Declaring dividends incorrectly exposes directors to personal liability — so understanding the correct process is essential. Singapore companies can [...]