Annual Filing Requirements with ACRA

Following the AGM, companies must file their annual returns with ACRA. Annual returns must be filed within one month of the AGM. The annual return provides critical information about the company, such as its financial statements, share capital, and details of directors.

Contents of the Annual Return: This includes the company’s full name and registration number, the date of the AGM, principal activities, registered office address, details of company officers (directors, secretaries), shareholders, and audited or unaudited financial statements.

Financial Statements

Companies are required to prepare and present financial statements at the AGM. These should be prepared in accordance with the Singapore Financial Reporting Standards (SFRS).

Exemptions: Small companies or those belonging to a small group may be exempted from having their accounts audited but are still required to prepare and submit unaudited financial statements. A company qualifies as a small company if it is a private company in the financial year in question, and it meets at least 2 of 3 following criteria for the immediate past two consecutive financial years:

Total annual revenue ≤ S$10 million,

Total assets ≤ S$10 million,

No more than 50 employees

Solvency Statement

Private exempt or dormant companies that are not required to audit their financial statements must submit a solvency statement.

This statement declares that the company is able to meet its liabilities as they fall due.

XBRL Financial Statements Filing

Certain companies are required to file their financial statements in XBRL format (eXtensible Business Reporting Language) with ACRA. XBRL is an open-standard format that allows for the automated exchange and reliable extraction of financial information. It facilitates the standardization of financial reporting and enables financial information to be easily shared and analyzed.

Who Should File: Typically, all companies incorporated in Singapore (unless exempted) are required to file financial statements in XBRL format.

Exemptions include:

1. Solvent Exempt Private Companies (EPCs)

Solvent EPCs are exempt from filing their financial statements in XBRL format. An EPC is a private company with no corporate shareholder and has no more than 20 shareholders. To qualify for this exemption, the EPC must also be solvent, meaning it can meet its liabilities when they fall due.

2. Insolvent EPCs

Insolvent EPCs have an option to file their financial statements in full XBRL format or in PDF format with a full set of financial statements highlighted with XBRL tags.

3. Companies under Judicial Management or Liquidation

Companies that are under judicial management or are being wound up are exempt from XBRL filing. Instead, they are required to file their financial statements in PDF format with ACRA

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4. Dormant Companies

Dormant companies are also exempt from filing financial statements in XBRL format. A company is considered dormant if it has not conducted any business activity or has no relevant accounting transactions during the financial year.

5. Specific Types of Companies

Certain types of companies, as specified by ACRA from time to time, may be exempted from the requirement to file their financial statements in XBRL format. These exemptions are typically based on the nature of the company’s activities or other specific criteria.