Singapore legislation

Regulation 36

of Companies (Filing of Documents) Regulations

Regulation 36

Annual return by companies

Amended byS 117/2017 wef 31/03/2017S 348/2025 wef 16/06/2025S 513/2018 wef 31/08/2018S 513/2018 wef 31/08/2018S 832/2015 wef 03/01/2016S 297/2025 wef 31/12/2021

Subregulation 1

Amended byS 117/2017 wef 31/03/2017S 348/2025 wef 16/06/2025S 513/2018 wef 31/08/2018S 513/2018 wef 31/08/2018

For the purposes of section 197(2) of the Act, a return mentioned in section 197(1) or (1A) of the Act —

(a)

must be in the form referred to in regulation 3; (b)must contain the following particulars:

(i)

the name of the company;

(ii)

whether the company is a private company or a public company;

(iii)

whether the company is a company limited by shares, a company limited by guarantee or an unlimited company;

(iv)

the registration number of the company;

(v)

the address of the registered office of the company;

(vi)

the principal activities of the company;

(vii)

particulars of the directors of the company;

(viii)

in the case of a company having a share capital, particulars of its shareholders; (ix)in the case of a company not having a share capital, particulars of its members; (ba)must contain the following information:

(i)

for a company mentioned in any of the sub‑paragraphs of paragraph 1 of the Fourteenth Schedule to the Act — a statement specifying which of those sub‑paragraphs is or are applicable to the company;

(ii)

for a company specified in paragraph 2 of the Companies (Specified Companies — Exemption from Part 11A) Order 2023 (G.N. No. S 384/2023) — a statement that the company is a specified company under the Order;

(iii)

for any other company —

(A)

a statement as to whether the register of controllers of the company is kept —

(AA)at the company’s registered office; or

(AB)at the registered office of a registered corporate service provider appointed by the company for the purpose of providing a registered office, business address, correspondence or administrative address or other related services for the company;

(B)

a statement as to whether the register of nominee directors of the company is kept —

(BA)at the company’s registered office; or

(BB)at the registered office of a registered corporate service provider appointed by the company for the purpose of providing a registered office, business address, correspondence or administrative address or other related services for the company; and

(C)

a statement as to whether the register of nominee shareholders of the company is kept —

(CA)at the company’s registered office; or

(CB)at the registered office of a registered corporate service provider appointed by the company for the purpose of providing a registered office, business address, correspondence or administrative address or other related services for the company; and

(c)

unless the company is a dormant relevant company the directors of which are exempt under section 201A of the Act from the requirements of section 201 of the Act for the financial year in relation to which the return is filed, must be accompanied by —

(i)

in the case of an exempt private company that is able to meet its liabilities as and when they fall due, either a confirmation of that fact in the applicable form or the documents in paragraph (2); or

(ii)

in any other case, the documents in paragraph (2).

Subregulation 2

Amended byS 832/2015 wef 03/01/2016S 297/2025 wef 31/12/2021

The documents referred to in paragraph (1)(c)(i) and (ii) are the following documents of the company in respect of the financial year in relation to which the annual return is filed, prepared in accordance with Part 6 of the Act:

(a)

the statement of directors;

(b)

the financial statements;

(c)

the report of its auditors on the financial statements, unless the company is exempt from audit requirements under section 205B or 205C of the Act.

Read in full context — Companies (Filing of Documents) Regulations →