Q：
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Does the CEO have to be a director? If not, is consent form required for a person to be appointed as CEO?
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A：
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A CEO does not have to be a director. No consent form is needed for a person to be appointed as a CEO.
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Q：
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For companies whose CEOs were appointed prior to Jan 3, 2016, can the information on the CEO appointment date still be lodged? Will there be a late filing penalty imposed?
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A：
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Yes, for CEOs who were appointed before Jan 3, 2016, this information on the CEO’s date of appointment can still be lodged with ACRA. There will be no late filing penalty if the information is lodged between Jan 3 to June 30, 2016.
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Q：
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What about the appointment of Managing Director in lieu of the CEO? Is the role of the MD/CEO the same?
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A：
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“Chief executive officer”, in relation to a company, means any one or more persons, by whatever name described, who-
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is in direct employment of, or acting for or by arrangement with, the company; and
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is principally responsible for the management and conduct of the business of the company, or part of the business of the company, as the case may be.
The role of the managing director may or may not be the same as the role of the CEO, and it will also depend on the designations used within a particular company. A managing director may be appointed separately from the appointment of a CEO.
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Q：
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For companies whose director is also acting as the CEO, will the companies be required to file with ACRA the appointment of CEO after the Companies (Amendment) Act 2014 come into effect in January 2016?
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A：
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S173D(2) of the Companies (Amendment) Act states that:
“Where a company [incorporated before the commencement date] has lodged the name and particulars of one or more managers with the Registrar as a manager or managers, as the case may be, of the company under section 173 in force immediately before the appointed day, the name and particulars of the manager or managers, as the case may be, shall be entered in the company’s register of chief executive officers referred to in section 173, until a notification of any change in the information referred to in section 173(5) is received by the Registrar under section 173A(1)(b).”
Therefore, it is the name of a manager or managers who is entered into the register as a CEO/ CEOs. The name of a director who is not appointed as a manager will not be entered into the register as a CEO. The company of such a director will have to file with ACRA the appointment of a CEO, when Bizfile+ is launched.
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Q：
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Can companies opt not to appoint a CEO?
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A：
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Yes. It is discretionary for a company to do so.
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FAQ
