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Singapore Singapore Company Registration Singapore Register of Registrable Controllers’ Compliance Guideline
KNOWLEDGE|
(1) |
The company only needs to update the RORC if there are any changes to the controllers' details. When a change occurs, the company must file the update with ACRA within 2 business days of setting up your private RORC.
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(2) |
The company also needs to send annual notices to confirm these details, even if no changes are reported. These notices must be sent to each controller at least once a year, and controllers have 30 days to respond. |
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(1) |
Significant Interest
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(2) |
Significant Control A controller has significant control over the company, if they: (a) Hold the right, directly or indirectly, to appoint or remove directors of the company who hold a majority of the voting rights at directors' meetings; (b) Hold, directly or indirectly, 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 (c) Has the right to exercise, or actually exercise, significant influence or control over the company. |
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(1) |
Who to send notices to
The company must send a notice to any person whom it knows or has reasonable grounds to believe is a registrable controller or has knowledge of one. This typically includes all directors and each member who directly hold at least 5% of the total voting shares.
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(2) |
What controllers need to do (a) The person named in the notice must respond to the notice within 30 days from the date of the notice, even if they are not a controller. (b) Confirm their particulars if they are a controller. (c) Inform the company if they know of other possible controllers, or if their particulars change.
If a controller does not respond to a notice within 30 days, the company must still enter or update the particulars it has into the private register. This must be completed within 7 calendar days after the end of the 30-day period.
The company must then file the update with ACRA within 2 business days of updating its private RORC. |
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(3) |
Sending annual notices to existing RCs
After the company identifies and records the RCs, the company needs to send annual notices to confirm their status and particulars. The company needs to verify controllers even if their details appear in the Business Profile (for example, as shareholders).
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(4) |
What RCs need to confirm Each RC needs to confirm whether their particulars in the register are still correct.
If the RC is no longer a registrable controller of the company, or if there has been any other relevant change since the last notice, they must provide:
(a) The date of the relevant change; and (b) The correct or complete particulars. |
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Important Notice If the company and its officers in default fails to send annual notices, they may be fined up to S$25,000. If a Registrable Controller fails to respond to the notice, they may be fined up to S$25,000. |
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Disclaimer All information in this article is only for the purpose of information sharing, instead of professional suggestion. Kaizen will not assume any responsibility for loss or damage. |
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