Any entrepreneur knows that having sound financial judgment and being able to manage finances wisely are important in keeping a business afloat. There are many ways in which a company can cut costs –going green by recycling paper, keeping electronic files instead of printing huge piles of documents, asking for discounts on supplies, or simply outsourcing particular areas of your business instead of hiring an entire team. However, there are certain non-negotiable areas in your business where you should not scrimp. This includes hiring and retaining key employees. Companies in Singapore have four key stakeholders: Company Director, Shareholder, Company Secretary and Auditor.
Entrepreneurs operating a business in Singapore will find that hiring a skilled and competent Company Secretary can be considered as an investment. Basing on the main qualifications, any local who is 18 years of age and knowledgeable about the Companies Act can perform as a company secretary. The main setback is running the risk of hiring an inexperienced individual. While the city-state is known for being enterprise-friendly, it is also famed for strictly enforcing the law and imposing penalties to those who do not comply. Businesses registered in Singapore are expected to fulfill statutory requirements including hiring a qualified Company Secretary, hiring auditors, having a registered business address prior to incorporation, maintaining company records, notifying ACRA about any changes in the company’s particulars and such, many of which fall under the responsibilities of the company director and company secretary. Hence, it is important to hire and retain a skilled company secretary.
Before we get into the details why you should invest in hiring a skilled Company Secretary for your company, let us first take a glance at who can be considered as a suitable candidate for the position. There are three things that must be taken into consideration. Firstly, a company’s sole director may not function as the Company Secretary. Secondly, he or she must be at least 18 years of age and a local resident in Singapore. Lastly, he or she must possess at least one of the following credentials: he or she has 3 to 5 years of prior secretarial experience; qualified under the Legal Profession Act (Cap. 161); public accountant registered under the Accountants Act (Cap. 2); member of the Institute of Certified Public Accountants of Singapore; member of the Singapore Association of the Institute of Chartered Secretaries and Administrators; member of the Association of International Accountants (Singapore Branch); member of the Institute of Company Accountants, Singapore.
There are a number of reasons why you should invest in a good Company Secretary, aside from the fact that is mandated by law. Here are the main responsibilities of a Company Secretary:
√ Assist company directors with the implementation of good corporate governance.
√ Be a communication and information channel for non-executive company directors.
√ Comply with ACRA statutory requirements. Maintaining company register, filing annual accounts, filing amendments to Memorandum & Articles of Association, notice of share transfers, updating ACRA in case of change in registered business address or resignation/removal of auditors, and other requirements by ACRA.
√ Duties to the company shareholders include the supervision of share allotments, issues, and transfers. In this case, the Company Secretary should deal with any matters that may affect or are affecting the shareholdings.
√ Ensure that the company seal is used for the right purposes.
√ In case of restructuring, acquisitions and mergers, company secretary must ensure that these transactions are done for the best interest of the company.
√ Make certain that all the company communications (official publication, notices, letters) have the company name and its Unique Entity Number (UEN)
√ Make sure that the company along with its board of directors are abiding by the Memorandum & Articles of Association (MAA) at all times.
√ Organize and facilitate company board meetings.
√ Organize the Annual General Meeting (AGM).
√ Other duties required from the Company Secretary, depending on what is stated in the contract.
√ Contrary to common belief, secretaries handle essential roles and responsibilities that are crucial to maintaining the business. Hence, it is imperative to hire a competitive Company Secretary.