Key Development
ACRA has provided important updates affecting Singapore companies, corporate service providers, directors, position holders and financial statement preparers. The updates cover annual return filing obligations, late filing penalties, upcoming changes to annual return and striking-off processes, amendments to Form 45, BizFile digital enhancements, the contact address regime, digital correspondence and changes to the BizFin preparation tool.
The updates reflect ACRA’s continued move towards more structured digital filing, more accurate company information and stronger compliance discipline.
Analysis of Impacts
Annual return filing remains mandatory for all live companies
All Singapore-incorporated companies, including dormant companies, must file annual returns with ACRA every year for as long as they remain live on the register. This obligation is separate from tax filing with IRAS. A company must still file its annual return with ACRA even if IRAS has granted a tax waiver or does not require the company to file an income tax return.
This is particularly relevant for dormant companies, which may be wrongly excluded from compliance tracking because they have no business activity. Firms should ensure that dormant companies remain included in annual filing calendars.
Filing deadlines must be tracked by exact financial year-end date
For listed companies, the annual general meeting must be held within four months after financial year end, and the annual return must be filed within five months after financial year end.
For non-listed companies, the annual general meeting must be held within six months after financial year end, and the annual return must be filed within seven months after financial year end.
The due date is based on the corresponding date of the company’s financial year end. For example, a non-listed local company with a financial year end of 28 February 2026 must file its annual return by 28 September 2026, not 30 September 2026.
Compliance systems should therefore calculate deadlines by exact date rather than applying a month-end convention.
Late filing may lead to penalties and enforcement action
Late annual return filing attracts a penalty of $300 if the annual return is filed within three months after the due date. The penalty increases to $600 if the annual return is filed more than three months late.
If the filing remains outstanding, ACRA may take further enforcement action, including prosecution, composition in lieu of prosecution or striking off of the company. Persistent non-compliance may also result in consequences for directors, including disqualification or debarment.
This means annual return filing should be treated as a governance and risk-management matter, not merely an administrative task.
CEO particulars expected to be included in annual returns
An upcoming legislative change is expected to require CEO particulars to be reflected in the annual return where a company has a CEO.
In the annual return filing process, the lodger is expected to be asked whether the company has individuals performing the role of CEO. If the answer is yes, the system will validate whether a CEO has been appointed as a position holder. If no CEO is detected, the lodger will be prompted to add the CEO before continuing with the annual return filing.
The CEO may be added through the “Appoint/Withdraw Position Holder” transaction. This change is expected to be implemented in September 2026.
Companies should review whether any individual performs a CEO-equivalent role and ensure that position-holder records are updated before the new validation requirement takes effect.
Striking-off process timeline to be shortened
ACRA is expected to shorten the timeline for the first Gazette publication in the striking-off process.
For ACRA-initiated striking off, the period between the striking-off notice and the first Gazette publication is expected to be reduced from 30 days to 15 days.
For voluntary striking off, the first Gazette notice may be published and sent as early as the next day after the voluntary striking-off application is approved by the Registrar. The notice will be sent to the company, directors, shareholders and secretaries. There will be no separate striking-off notice.
The statutory public objection period remains unchanged at 60 days. This means creditors and other interested parties will still have the same period to lodge objections.
Corporate service providers providing registered office or virtual office services should ensure that ACRA correspondence is promptly forwarded to clients, as the earlier Gazette publication may shorten the practical response window.
Form 45 updated for money laundering-related disqualification
Form 45, the statement of non-disqualification, has been updated. With effect from 6 May 2026, individuals convicted of money laundering offences under the Corruption, Drug Trafficking, and Other Serious Crimes (Confiscation of Benefits) Act 1992 are disqualified from acting as directors.
A new declaration paragraph on legitimate business use has also been introduced. This does not create a new legal obligation, but makes explicit the expectation that directors must not use entities for unlawful purposes.
Companies should ensure that the updated Form 45 is used for all new director appointments and retained as part of statutory records under the Companies Act.
BizFile enhancements move filings into guided digital workflows
ACRA is progressively replacing manual general lodgement transactions with standalone BizFile e-services. The shift reduces reliance on PDF uploads and manual intervention by moving filings into guided digital workflows.
Recent and planned e-services cover areas such as corporate service provider information, office situation changes, subsidiaries, receivership-related filings, treasury shares, share acquisitions, share capital changes, redemption of redeemable preference shares, group companies, employees and secretaries, re-domiciliation share enhancements, notice of resolution, share conversion, share redenomination, cessation or resignation of office holders and alteration of company constitution.
For firms, this means internal filing procedures and training materials should be updated. Staff should be familiar with structured online data entry, as errors may arise where users continue to apply old general lodgement practices.
Contact address regime and digital correspondence
ACRA’s contact address regime allows position holders to provide an alternative address for public disclosure while keeping their residential address on record with ACRA. The contact address must be in the same country or jurisdiction as the residential address.
Each individual may register only one contact address, and the same address must be used across all entities in which the individual holds a position. Contact address changes must be filed within 14 days.
ACRA is also moving towards digital correspondence. Entities, position holders and shareholders should ensure that email addresses and mobile numbers are current. Email verification links are valid for 48 hours. If a link expires, individuals with Singpass may resend the link through BizFile, while passport holders without Singpass may use FormSG through the “Contact Us” link.
These updates affect client onboarding, KYC refresh procedures and ongoing company secretarial maintenance.
BizFin preparation tool changes affect financial statement filing
The enhanced BizFin preparation tool and multi-upload tool were released on 25 February 2026. The updated tool includes taxonomy changes aligned with accounting standards, streamlined business rules and additional data elements.
The “Additional Information” tab contains eight data fields, of which four are mandatory. These include employee count at company level, employee count at group level, whether the company is a subsidiary, and whether the company has subsidiaries, associates or joint ventures.
These fields are relevant to small company and small group audit exemption assessments. Preparers should ensure that employee counts and group structure information are accurate before submission.
Consolidation-related fields require accounting judgment
The BizFin tool includes validation logic to identify inconsistent information. For example, if a company states that it has a subsidiary but is not itself a subsidiary, the system treats it as an ultimate holding company and expects consolidated financial statements. If only company-level financial statements are uploaded, a validation error may arise.
For companies with Singapore-incorporated or foreign-incorporated parents, additional information may be required, including details of the parent preparing consolidated financial statements, whether the Singapore parent files consolidated financial statements with ACRA, and where consolidated financial statements can be obtained.
Where consolidated financial statements are not publicly available, the relevant field may be left blank. However, if the company has subsidiaries, associates or joint ventures and is not exempted under accounting standards from consolidation, it remains required to prepare consolidated financial statements.
Preparers must apply the relevant accounting standards when determining subsidiary, associate, joint venture and consolidation status.
Practical Issues
Firms and clients should consider the following practical matters:
- Dormant companies should remain on annual return filing calendars if they are live on ACRA’s register.
- Filing deadlines should be calculated by exact financial year-end date.
- Companies should identify whether any person performs a CEO-equivalent role and update position-holder records where required.
- Registered office and virtual office teams should strengthen procedures for forwarding ACRA correspondence.
- Director appointment packs should be updated to include the latest Form 45.
- Staff should be trained on new BizFile e-services and guided filing workflows.
- Contact address records should be reviewed, especially for individuals holding positions in multiple entities.
- Entity, position holder and shareholder email addresses and mobile numbers should be refreshed.
- Clients should be reminded to complete email verification within 48 hours.
- Financial statement preparers should review group structures before completing BizFin fields.
- Employee counts should include employees from all subsidiaries, regardless of location.
- Dormant and overseas subsidiaries should still be considered when answering whether the company has subsidiaries, associates or joint ventures.
- Preparers should generate the online review copy to ensure uploaded financial statements are complete and legible.
- If the online review copy cannot be generated, an offline review copy should be attempted, as the issue may indicate restricted or corrupted text blocks.
Action Points
The updates point towards a more digital, data-driven and compliance-focused filing environment. Companies and corporate service providers should review their statutory compliance processes and ensure that client records, filing workflows and financial reporting procedures are ready for the changes.
Recommended action points include:
- Review annual return deadlines for all live companies, including dormant companies.
- Update compliance checklists for CEO particulars, Form 45, contact address and email verification requirements.
- Ensure registered office and virtual office teams have timely escalation procedures for ACRA letters.
- Train filing teams on BizFile e-service changes.
- Review BizFin preparation procedures for employee count, group structure, parent company information and consolidation assessments.
- Monitor ACRA announcements for the expected September 2026 implementation of the CEO particulars requirement and revised striking-off timeline.
Overall, companies and firms should expect greater reliance on structured digital filing, more validation checks and increased emphasis on accurate corporate and financial reporting data.