What is a Company Secretary?

All companies registered in Singapore are required to have a company secretary who is a resident of Singapore.

The position of Company Secretary of the Company may only be vacated in the event of the Secretary’s death, resignation or dismissal by decision of the directors. In the event that this happens, it is important that the position be filled within six months, as required by law. If there is no secretary, or the secretary is unable to perform his or her duties, the assistant secretary may take over the duties of the secretary until a new secretary is appointed.


	Duty of Company Secretary Like any other director in the company, the Company secretary is the officer in the company. While company directors are ultimately responsible for complying with laws and regulations, the company’s statutory secretary is also responsible for the company’s contravention of the law in certain circumstances. This is because the Singapore Companies Act recognises the decisions made by the directors based on the guidance provided by the secretary on compliance with the law. The secretary is defined as an “officer” of the company, meaning that he or she is bound by the duties and responsibilities associated with the office. Therefore, the statutory secretary of a company in Singapore is required to report to the directors on administrative matters of the company in a timely manner.

Duty of Company Secretary

Like any other director in the company, the Company secretary is the officer in the company. While company directors are ultimately responsible for complying with laws and regulations, the company’s statutory secretary is also responsible for the company’s contravention of the law in certain circumstances.

This is because the Singapore Companies Act recognises the decisions made by the directors based on the guidance provided by the secretary on compliance with the law. The secretary is defined as an “officer” of the company, meaning that he or she is bound by the duties and responsibilities associated with the office. Therefore, the statutory secretary of a company in Singapore is required to report to the directors on administrative matters of the company in a timely manner.

Under the Companies Act, the Company secretary is required to do the following:


As required by the Companies Act, the Secretary shall ensure that the company’s name and other information is included in all company correspondence, circulars and other official company documents.	Responsible for administrative duties such as recording and registering company documents and financial filings	Ensuring that the company complies with Singapore laws and regulations and assist and oversee the operations of the company’s overseas offices and ensure that they comply with the laws and regulations of the cities in which they are located.
Provide full legal and administrative support to the Board of Directors.	Maintaining the statutory register of companies and related records and notifying ACRA in the event of a change in the company’s registered address	Arranging meetings of shareholders and directors AGM or Extra-Ordinary General Meeting EGM
Avoid conflicts of interest and be responsible and conscientious in their work	Submission of all documents necessary for registration under laws and regulations including annual return	Keeping abreast of Singapore’s laws and regulations
Assist in the implementation of the company’s corporate strategy, ensuring that the Board’s decisions are well implemented and communicated	Not obtain illegal benefits for the company through private transactions.	Adequate communication with shareholders
Maximize the company’s profits	Ensure that the company seal is used correctly and is well stored.	Ensure that company insurance has sufficient cover to protect the company, directors, office staff, and premises