Introduction

In Singapore, filing annual returns is not optional. Under the Companies Act, every locally incorporated company must keep its particulars up to date on ACRA’s register by submitting an annual return. The annual return confirms details such as the company’s officers, shareholders, share capital, and financial statements, and indicates the date of the company’s annual general meeting (AGM) if one was held. Filing your corporate tax return with IRAS does not satisfy this obligation – companies must file with both agencies to remain compliant.

Who must file and what information is required?

All companies registered in Singapore – whether active or dormant – must file an annual return. This includes private limited companies (Pte Ltd), public companies and companies limited by guarantee. Sole proprietorships and general partnerships are not required to file annual returns; limited liability partnerships file an Annual Declaration instead. The annual return provides ACRA with up‑to‑date information on:

  • Company details such as the name, UEN and registered office address.
  • Particulars of directors, company secretaries and auditors.
  • The company’s share capital and shareholders.
  • Dates of the financial year end (FYE) and AGM.
  • Financial statements in XBRL format (unless exempt for small or dormant companies).

Dormant companies and exempt private companies (EPCs) may be exempt from attaching full financial statements if they meet certain criteria, but they still need to file the annual return.

Deadlines and statutory requirements

The deadlines for holding your AGM and filing the annual return depend on your company type. Section 175 of the Companies Act requires public companies to hold an AGM within four months after their financial year end and other companies within six months. Section 197 requires the company to file its annual return with the Registrar within one month after holding the AGM. The law also allows private companies to dispense with holding an AGM if they circulate financial statements to shareholders within five months after FYE and no shareholder requests a meeting.

In practice, ACRA’s guidelines summarise these deadlines as follows:

  • Hold AGM: Within 6 months after FYE for private companies; within 4 months after FYE for public companies.
  • File annual return: Within 7 months after FYE for private companies; within 5 months after FYE for public companies. For example, if your company’s FYE is 31 December, a private company must file its annual return by 31 July the following year.
  • Companies with a share capital and a branch register outside Singapore must file within eight months after FYE (private) or six months after FYE (public).

Missing these deadlines can result in penalties. ACRA imposes a composition fine of S$300 if the annual return is filed within three months after the deadline, or S$600 if it is more than three months late. Persistent non‑compliance may lead to the disqualification of directors or even striking off of the company.

Steps to file your annual return on BizFile+

After preparing your financial statements and holding your AGM (if required), filing the annual return via ACRA’s BizFile+ portal is straightforward. The broad steps are:

  1. Log in to BizFile+. Visit BizFile+ and log in using Corppass credentials via Singpass. You must be authorised to act on behalf of the company.
  2. Select the entity. Choose the company you are filing for, then navigate to Annual Filing → File Annual Returns for a local company.
  3. Confirm details. Check that the company’s name, UEN and registered address are correct. Provide the date of the AGM (or indicate if the company has dispensed with holding one) and confirm that financial statements have been prepared.
  4. Upload financial statements. If required, upload the financial statements in XBRL format using ACRA’s BizFinx tool. Small and dormant companies that are exempt from audit may instead provide a declaration of solvency.
  5. Pay the filing fee. Submit the return and pay the statutory filing fee (currently S$60). BizFile+ will generate an acknowledgement once the filing is successful.

Why engage a corporate secretary or filing agent?

While it is possible to file your annual return yourself, many companies choose to appoint a qualified corporate secretary or filing agent to ensure accuracy and compliance. A knowledgeable corporate secretary keeps track of statutory deadlines, prepares the necessary documents and advises directors on exemptions and filing formats. Navigating these requirements can be complex, especially if you are unsure about AGM exemptions or XBRL filings. If you need assistance with annual return filings or wish to outsource corporate secretarial duties, the experienced team at Raffles Corporate Services Pte Ltd can help.

Conclusion

Filing annual returns with ACRA is a statutory obligation that ensures transparency and accountability. Knowing when to hold your AGM, understanding the filing deadlines and preparing accurate financial statements will help your company stay compliant and avoid penalties. A reputable corporate secretarial service can simplify the process and provide peace of mind. For help with annual return filings or other compliance matters, reach out to our team.

For more information, please contact the Raffles Corporate Services customer service team at [email protected].

Yours sincerely,
The editorial team at Raffles Corporate Services