April 15, 2020
Register of Controllers To Be Submitted by May 2020
In the past 2 years, “Register of controllers” may be one of the more common phrases you have been hearing. If you are wondering what it is, you are in luck! Read on…
Introduced by ACRA since 31st March 2017, all companies incorporated in Singapore — foreign companies and all limited liability partnerships registered in Singapore (unless exempted) — are required to maintain registers of registrable controllers.
The Register of Controllers (ROC) is a register that keeps track of beneficial ownership information. It makes ownership and control of corporate entities more transparent as it also reduces opportunities for the misuse of corporate entities for illicit purposes. This to maintain the strong international reputation Singapore enjoys as a trusted and clean financial hub.
A company is required to have the Register of Registrable Controllers within 30 days from the date of incorporation. As of May 2020, ACRA demands that all companies submit and file the Register of Registrable Controllers into BizFile. A Controller is defined as an individual or a legal entity that has a “significant interest” in or “significant control” over the company. If a company ignores this requirement, it may be fined of up to S$5000.
A controller in terms of significant-interest is the one defined as following:
- Holds more than 25% of the shares or total voting power in the company.
- Holds the right to share in more than 25% of the capital or profits in a company without share capital.
A controller who has significant control over a company is a person who:
- Holds the right to appoint or remove directors who hold a majority of the voting rights at directors’ meetings;
- Holds more than 25% of the rights to vote on matters that are to be decided upon by a vote of the members of the company; or
- Exercises or has the right to exercise significant influence or control over the company.
Companies have the responsibility to identify controllers and obtain their information by reaching out and sending out notices to:
- Anyone whom they know or have reasonable grounds to believe to be controllers.
- Anyone who knows the identity of the controllers or is likely to have that knowledge.
Want to know more about ROC and how to have it filed with ACRA? Contact Accountancy Hub now to find out more, as we will be able to guide you through the necessary process.