Scope Of Work For Corporate Secretarial Services

Statutory Compliance & Corporate Governance:

• Corporate Secretary Appointment: Acting as the appointed company secretary in accordance with the Singapore Companies Act, ensuring compliance with statutory requirements.
• Maintenance of Statutory Registers & Records: Maintaining accurate and up-to-date statutory registers and corporate records, such as the Register of Members, Register of Directors, and Register of Charges.
• Annual General Meeting (AGM) & Board Meetings: Facilitating the preparation and filing of resolutions, notices, and minutes for AGMs, Extraordinary General Meetings (EGMs), and board meetings.

ACRA Filing & Reporting:

• Annual Filing with ACRA: Ensuring the timely filing of the company’s Annual Return with ACRA, including preparation of necessary documents such as the financial statements, directors’ statements, and shareholders’ resolutions.
• ACRA Compliance Monitoring: Monitoring the company’s compliance with ongoing filing requirements (e.g., filing of changes to company information, such as changes in directors, shareholders, or registered address).
• XBRL Financial Statements Filing: Preparing and filing XBRL financial statements with ACRA in accordance with ACRA’s requirements.

Changes in Company Structure & Shareholder Management:

• Corporate Restructuring: Assisting with corporate restructuring matters such as share transfers, issuance of new shares, or changes in share capital.
• Updating Changes in Company Details: Filing and registering changes with ACRA, such as changes in company name, registered office, or business activities.
• Directors & Shareholders Changes: Preparing and filing necessary resolutions and documents for changes in directors, shareholders, or company officers.

Corporate Secretarial Advisory:

• Compliance with the Companies Act: Providing advice and guidance to the company on compliance with the Singapore Companies Act and related regulations.
• Advisory on Corporate Governance: Offering advisory services related to corporate governance practices, such as compliance with the company’s constitution, duties of directors, and shareholder rights.

Strike-Off & Liquidation Support (if applicable):

• Strike-Off Applications: Assisting with strike-off applications with ACRA if the company ceases operations.
• Liquidation Support: Providing secretarial support during voluntary liquidation processes, including filing necessary documentation with ACRA.

Maintaining and Safe Keeping Key Documents, Minutes & Registers Books

• Register of Members
• Register of Directors, Secretaries, auditors and Managers
• Register of Directors’ Shareholdings
• Register of Substantial Shareholdings
• Register of Charges
• Register of applications of allotments
• Register of Transfers Register of Debenture holders, if any
• Minute books of General and Directors’ Meetings
• Proper maintenance of the company’s statutory record

Key Responsibilities For Your Corporate Secretary

Secretarial Duties:

• Corporate Secretary Duties: Acting as the company secretary and ensuring compliance with statutory requirements under the Singapore Companies Act.
• Maintenance of Statutory Registers: Keeping statutory registers updated and maintaining corporate records such as director appointments, shareholdings, and company resolutions.
• Preparation of Meeting Documents: Preparing meeting agendas, resolutions, and minutes for AGMs, EGMs, and board meetings.

ACRA Compliance & Reporting:

• Timely Filing of Annual Returns: Ensuring that the company’s Annual Return is prepared and filed with ACRA on time, along with other required documents.
• XBRL Filing: Preparing and submitting XBRL-formatted financial statements to ACRA in compliance with the latest filing requirements.
• Changes in Company Structure: Filing and registering changes in company officers, shareholders, registered office, or share capital with ACRA.

Advisory & Governance:

• Compliance Advisory: Advising the company on compliance matters related to the Singapore Companies Act and ACRA regulations.
• Corporate Governance Advice: Providing advice on corporate governance practices, ensuring that the company is adhering to good governance standards.

Record Keeping & Audit Readiness:

• Statutory Record Keeping: Maintaining a complete and accurate record of statutory documents for audit and regulatory review.
• Audit Support: Assisting the company during statutory audits by providing necessary corporate documents and ensuring compliance with corporate regulations.

Engagement KPIs & Metrics For Corporate Secretary

Compliance KPIs:

• Timeliness of ACRA Filings: Percentage of filings made on time with ACRA, aiming for 100% compliance with filing deadlines for annual returns, XBRL financial statements, and changes in company details.
• Accuracy of Statutory Registers: Ensuring that statutory registers and records are 100% accurate and up-to-date.
• Compliance Rate with the Companies Act: Percentage of compliance with all statutory obligations under the Singapore Companies Act, aiming for 100% compliance.

Corporate Governance KPIs:

• Timely Preparation of AGM/EGM Documentation: Ensuring all meeting documents (notices, agendas, resolutions) are prepared and distributed within the legally required timelines, with a target of 100% on-time delivery.
• Compliance with Directors’ Duties: Providing timely and accurate advice to directors on their statutory duties, aiming for zero instances of non-compliance.

Filing & Documentation KPIs:

• XBRL Filing Accuracy: Ensuring the XBRL financial statements are filed correctly and meet ACRA’s formatting requirements, aiming for zero errors or rejections.
• Change Filing Timeliness: Percentage of changes in company information (e.g., director or shareholder changes) filed with ACRA within the required timeframes, aiming for 100% timeliness.

Stakeholder Satisfaction KPIs:

• Management Satisfaction: Feedback from company management on the quality and reliability of the secretarial services, aiming for a satisfaction score of 8/10 or higher.
• Board Satisfaction: Feedback from the board of directors on the support and advice provided by the corporate secretarial team, aiming for a score of 8/10 or higher.

Audit Readiness & Record Keeping KPIs:

• Audit Readiness: The percentage of statutory records and corporate documents that are up to date and available for audit purposes, with a goal of 100% audit readiness.
• Record Accuracy: Accuracy of corporate records and statutory registers, aiming for zero discrepancies during audits or regulatory reviews.