By ContactOne Team · Updated 21 May 2026 · 12 min read
Singapore Companies Act in 2026: What Every Business Owner Actually Needs to Comply With
If you have been running a Singapore company for more than a few years, you have probably noticed your corporate secretary asking for more paperwork than they used to. Not because anyone is being difficult, but because the rules around who owns and controls a Singapore company have changed substantially, and not in small ways.
Most of the change has happened quietly through three pieces of legislation that came into force in 2025: the Corporate Service Providers Act 2024, the Companies and Limited Liability Partnerships (Miscellaneous Amendments) Act 2024, and the underlying Companies Act 1967 (renamed from the Companies Act in 2020, which threw a few people).
This article cuts through the alphabet soup and tells you, plainly, what a Singapore SME owner needs to comply with in 2026. We focus on the obligations that actually affect you, not the legislative history.
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What This Article Covers The three registers your company must now keep (RORC, ROND, RONS), what changed in 2025, who is exempt, what happens if you get it wrong, the new rules on nominee directors, and what to ask your corporate secretary about right now. |
The Three Registers Your Company Must Keep
Singapore companies are now required to maintain three separate beneficial ownership registers. Each of these has a private version (kept at your registered office or with your corporate service provider) and a Central version (filed with ACRA). The Central versions are not public, but ACRA can share the information with law enforcement and tax authorities.
If you are new to this, the easy way to think about it is: RORC tracks the real humans who ultimately own or control your company, ROND tracks any directors who are taking instructions from someone else, and RONS tracks any shareholders who are holding shares on behalf of someone else.
1. Register of Registrable Controllers (RORC)
The RORC has been around since 2017, but the rules have tightened considerably. A registrable controller is broadly any individual or legal entity that has significant interest in or significant control over your company. In practice, this usually means:
- Anyone holding more than 25% of the shares
- Anyone holding more than 25% of the voting rights
- Anyone with the right to appoint or remove a majority of directors
- Anyone who otherwise exercises significant influence or control over the company
Every company (unless specifically exempt) must maintain this register and file the information with ACRA’s Central RORC. Newly incorporated companies must set up the register on the date of incorporation itself, with no grace period. Any changes must be filed with ACRA within 2 business days.
There is also an annual verification requirement: companies must confirm with their controllers, in writing, that the particulars on file are still accurate. If a controller fails to respond, the company must record this on the register and notify ACRA accordingly.
2. Register of Nominee Directors (ROND)
A nominee director is a director who is accustomed or under any obligation, formal or informal, to act on the instructions of someone else. That someone else is called the nominator.
In plain language, if a director is taking instructions from a person who is not on the board, that director is almost certainly a nominee. This catches:
- Professional nominee directors provided to foreign business owners
- Directors appointed by majority shareholders to vote a certain way
- Family members appointed to a board on the instructions of the real owner
The ROND has existed since 2017 but only as a private register kept at the company. Since June 2025, all companies must also file the ROND information with ACRA’s Central ROND. Critically, the fact that a director is a nominee will now appear on the company’s public BizFile profile, though the identity of the nominator remains accessible only to law enforcement.
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Practical implication: any business partner, bank, or potential investor doing due diligence on your company can now see at a glance whether you have nominee directors. This is worth thinking about if you have arrangements that you have not previously had to disclose publicly. |
3. Register of Nominee Shareholders (RONS)
RONS is the newest of the three and applies in much the same way as ROND, but for shareholders. A nominee shareholder is anyone holding shares on behalf of someone else.
The RONS requirement was introduced in 2022 as a private register. Since June 2025, it must also be filed with ACRA’s Central RONS, and as with nominee directors, the nominee status appears on the public BizFile profile.
If you have a corporate structure where shares are held by trustees, family office vehicles, or simply on behalf of another individual, you have a RONS obligation. This is a common arrangement in family businesses and one that has historically not received much attention. It does now.
What Actually Changed on 16 June 2025
The Companies and Limited Liability Partnerships (Miscellaneous Amendments) Act 2024 came into force on 16 June 2025. Here is what is genuinely new, in the sense that it did not exist before this date.
| Change | What it means for you |
| Immediate RORC maintenance on incorporation | New companies must set up the RORC and file with ACRA’s Central RORC on the date of incorporation. The previous 30-day grace period is gone. |
| Central registers for nominee directors and shareholders | ROND and RONS information must now be filed with ACRA, not just kept privately. Nominee status appears on the public business profile. |
| Annual verification of controllers | Companies must notify each controller at least once a year to confirm their particulars are accurate. Controllers must confirm in writing. |
| Update timelines aligned | Companies have 7 calendar days to update the private register after a controller or nominee confirms a change, then 2 business days to file with ACRA. |
| Penalties raised to S$25,000 | The maximum penalty for non-compliance with RORC, ROND, and RONS obligations has increased from S$5,000 to S$25,000 per breach. |
| Transition deadline for existing companies | Companies that existed before 16 June 2025 had until 31 December 2025 to file their ROND and RONS information with ACRA’s central registers. |
If you are reading this in 2026 and you have not yet filed your ROND and RONS with ACRA, you are technically already late. This is worth fixing this week rather than next quarter.
The Corporate Service Providers Act 2024: Why Your CSP Has Been Asking More Questions
The CSP Act 2024 came into force on 9 June 2025, a week before the CLLPMA. It does not impose new obligations on companies directly, but it changes the rules for the firms that companies engage to handle their corporate secretarial, accounting, and filing work. The flow-through effect is that you, as the client, get asked for more information and documentation than you used to.
Three things changed:
First, the regulatory net widened considerably. Previously only Registered Filing Agents (RFAs) were regulated. Now, any business providing corporate services in or from Singapore must register with ACRA as a Corporate Service Provider, regardless of whether they file documents with ACRA on a client’s behalf. Accounting firms, family offices, secretarial agencies, and even some legal practices now sit under the same regulatory umbrella.
Second, enhanced AML/CFT/PF obligations apply uniformly. Every registered CSP must conduct anti-money-laundering, counter-terrorism-financing, and proliferation-financing checks on its clients. In practice this means more thorough know-your-client procedures, source-of-funds questions, and ongoing monitoring throughout the engagement, not just at onboarding.
Third, nominee directors must now be arranged through a registered CSP. Anyone acting as a nominee director by way of business must be assessed as fit and proper by a registered CSP before taking up the appointment. This is intended to close the historical loophole where nominee director arrangements happened informally and without any compliance checks.
For most ContactOne clients, what this looks like in practice is more verification documents being requested when you incorporate, when you change shareholders, or when you bring on a new director. We have always been an ACRA-registered RFA (FA20092306), and we are fully registered under the new CSP regime. The extra checks are not us being awkward, they are the new floor for the industry.
What Was Removed: The Common Seal
For completeness, a piece of the older 2017 amendments that has held up: Singapore companies and LLPs are no longer required to use a common seal when executing documents. A document can be validly executed by:
- A director and the company secretary, or
- Two directors, or
- A single director in the presence of a witness who attests the signature
If you still have a physical company seal in a drawer, you can keep it as a souvenir. You just do not need it for anything.
Who Is Exempt from the Register Requirements
Certain types of entity are exempt from maintaining one or more of the registers. Broadly, the exemptions apply to entities that are already subject to disclosure obligations through other regimes. This includes:
- Companies listed on a Singapore-approved exchange (already subject to listing disclosure rules)
- Singapore financial institutions regulated by MAS
- Companies wholly owned by the Singapore government
- Companies that are wholly-owned subsidiaries of exempt entities
If you are reading this and you are running a typical Singapore SME (private limited company, not listed, not government-owned, not MAS-regulated), assume the registers apply to you. They almost certainly do.
Penalties for Getting It Wrong
The maximum penalty for failure to comply with RORC, ROND, or RONS obligations is now S$25,000 per breach. This is a fivefold increase from the previous S$5,000 cap and reflects ACRA’s enforcement direction.
In practice, ACRA tends to start with warnings and compliance notices rather than maximum fines, particularly for first-time breaches and where the company is engaging constructively. But the legal exposure is real, and a fine of even a few thousand dollars on an annual return is not a great outcome.
The more material risk for most SMEs is not the fine itself but the cascade effect: a director who is found to have breached statutory register obligations may face questions about their broader fitness to act as a director, which becomes relevant in banking relationships, future appointments, and any future regulatory dealings.
What Looking Ahead Looks Like
Parliament passed further amendments in late 2025 that take effect progressively through 2026. The direction of travel is consistent: more transparency around beneficial ownership, more enforcement powers for ACRA, and progressively higher penalties for non-compliance.
For most business owners, the practical takeaway is that the cost of having a slightly better-than-average corporate secretarial setup is much lower than the cost of finding out, three years from now, that something was filed incorrectly. The registers themselves are not difficult to maintain if someone is paying attention to them. The hard part is keeping track of when something changes, because the filing deadlines have got tighter.
A Practical Compliance Checklist for 2026
If you want to do a quick self-check, here are the questions to ask:
- Has your company filed RORC information with ACRA’s Central Register, and is it up to date?
- Have you done the annual confirmation with each registrable controller for the current year?
- Do you know whether any of your directors are nominees (acting on someone’s instructions)? If yes, is the ROND filed with ACRA?
- Do you have any shareholders holding shares on behalf of someone else (trustees, nominees, family arrangements)? If yes, is the RONS filed with ACRA?
- Is your corporate service provider registered under the CSP Act 2024?
- If you have made any controller, director, or shareholder changes in the past 12 months, were they filed within the required timelines (7 days private register, 2 business days central register)?
If you cannot confidently answer yes to all six, it is worth having a conversation with your corporate secretary before your next annual return falls due.
How ContactOne Handles This for You
For ContactOne secretarial clients, we maintain your RORC, ROND, and RONS as part of our standard secretarial service. We run the annual controller verifications, file changes with ACRA within the required timelines, and flag any structural changes that trigger fresh filing obligations.
We are a Registered Filing Agent and a Registered Corporate Service Provider with ACRA (FA20092306), with the AML/CFT/PF compliance framework that the CSP Act 2024 now requires. If you have engaged us for company secretarial work, these obligations are already handled. If you are using another provider, or self-managing, this article is a useful prompt to check that the basics are in order.
Singapore has, over the past five years, quietly moved from one of the easier jurisdictions for opaque corporate structures to one of the more rigorous. For legitimate businesses this is largely a paperwork exercise, but it is one where the paperwork must actually get done.
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Not sure where your company stands? A 15-minute conversation is usually enough to identify what needs filing, what needs updating, and what is already in good order. |
This article reflects the law and regulatory position as at May 2026. The Companies Act 1967, the Companies and Limited Liability Partnerships (Miscellaneous Amendments) Act 2024, and the Corporate Service Providers Act 2024 are the primary sources. Specific compliance questions should be directed to your corporate service provider or legal advisor.
