Businesses are required to maintain proper records on their significant people, shareholders and controllers. Statutory registers in Singapore are useful to ensure that the records are up-to-date and facilitate the company’s filing obligations. We first identify the registers that are applicable to your business, and verify the accuracy and completeness of the entries.
At Entrust, we assist companies in arranging these records and keeping them updated. We can help a company to examine inherited records, pinpoint areas where records are missing and arrange for updates. This allows directors to have a better understanding of what it requires a company to maintain.
Step 1: Identify the Registers Your Company Needs
The first question is what registers are relevant to your company, ie members’ register, directors’ register, secretaries’ register, CEOs and auditors’ register (if applicable). You may also need to have a register of controllers and a register of nominee directors and nominee shareholders.
The company secretary is able to review the standards of record-keeping already in place. We identify what records are currently being kept, and what is missing. This is useful when inheriting previously unmanaged records.
Step 2: Check the Register of Members
The register of members keeps details of the company’s shareholders. For a local company, ACRA keeps an Electronic Register of Members (via BizFile). Any updates to shares or shareholders should be filed as required.
We verify whether the shareholder’s information is updated with the company’s current information, such as shareholding changes, among other things. Keeping the information updated will ensure consistency between the company’s records.
Step 3: Review the Register of Directors and Other Officers
They also have to keep proper records of their important officers. ACRA’s electronic registers include company directors and secretaries, CEOs where appointed and auditors where appointed. Changes to relevant company information and officers should be made within 14 days.
We cross-check the information available in our files with the existing details that we have through BizFile. This may reveal old appointments or missed changes. When a director or other officer’s details change, a company secretary can facilitate the required updates.
Step 4: Understand the RORC Requirement
The RORC will reveal details of the registrable controllers of a company. Registrable controllers can be persons or legal entities who have a significant interest or significant control in the company. Companies are required, unless exempted, to keep the private RORC and register details with the Central RORC at ACRA.
The RORC is not to be filed only once. For companies incorporated from 16 June 2025, the private RORC is to be kept from incorporation. Changes to the private register are to be made within seven days of the controller confirming the change, and a required Central RORC filing.
Step 5: Check Whether Controller Details Are Complete
The controller information is checked carefully prior to the update. The contents of the register vary according to the controller and may include the name, address, nationality, details of identification and the date the controller became a controller. For corporate controllers, the prescribed particulars vary.
In addition, the company is also required to provide notices to controllers semi-annually to verify the accuracy of the data. This allows us to detect any changes that may not be otherwise observed. A company secretary can assist in coordinating these verifications and updating the RORC.
Step 6: Review the Register for Missing Information
When we take over company records, we cross-check the company’s current records. We compare names, addresses, appointments, shareholdings and controller information to know what we are going to update or remove.
We also check the register of members against the company’s updated shareholding details. Registers of controllers should likewise be kept up-to-date. This is particularly handy where records have not been kept in a uniform manner.
Step 7: Update Changes and Controller Details
Any change to the officers of the company and other particulars must be updated within the prescribed filing period. We note the date of the change and ascertain which particulars to be updated with ACRA. For many company information changes, the applicable deadline is 14 days.
There are separate requirements for the change of controllers. The private RORC must usually be filed within seven days of the change being confirmed by the controller, with the subsequent required Central RORC filing. We also verify that the register of members and register of controllers correspond with the current information of the company.
Step 8: Complete the RORC and Keep Supporting Records
The RORC is an ongoing record, indeed, and rather than a filing. Generally, notices are sent out to registrable controllers at least annually to verify details. We record these updates and will action any amendments needed.
There is also a duty to look after the important supporting documents to help maintain the statutory registers. Our company secretary can audit, clarify any omissions and source the right updates. This enables the directors to visualise the statutory records of the company more clearly.
What We Check During a Register Review
- Current shareholder information
- Director and officer details
- Changes in shareholdings
- Controller information
- Dates of relevant changes
- Annual controller checks
- RORC filings
- Missing or inconsistent records
Statutory Registers: What to Keep and Update
| Register | What It Records | What to Check |
|---|---|---|
| Members Registry | Particulars of Shareholders, shareholdings and changes in shareholdings | Shareholder details, shareholdings and changes |
| Register of Directors and Officers | Directors and other designated officers | Appointments, resignations and updates |
| Register of controllers | Registrable controllers and their prescribed particulars | Controller information, alterations and filings required |
| Nominee Registers | Nominee directors or shareholders that are registered | Relevant details and changes related to nominee |
Keeping Your Registers Current
Statutory registers in Singapore are a continuous requirement. We check the information in the registers against information filed with ACRA whenever any changes occur to the company. This may give us an early indication of whether any incorrect or incomplete data is being entered.
Entrust helps companies maintain and record statutory registers in Singapore. Our company secretary can pre-audit the books of existing statutory registers, assist with RORC updates and company registration procedures and file the necessary ACRA forms.
