Glossary
Singapore company terms, defined in plain English.
The vocabulary overseas companies meet when they set up in Singapore, from ACRA and the UEN to the register of registrable controllers. Each definition is short, practical, and written for someone reading Singapore requirements for the first time. Statutory figures reuse positions verified against ACRA, IRAS, CPF Board, and MOM guidance at the time of writing.
01 A to Z
The terms.
A
- ACRA
- The Accounting and Corporate Regulatory Authority, the statutory body that administers Singapore's registers of companies and business entities. ACRA processes incorporations, receives the filings companies must lodge, and maintains the public record of each entity. Most of the deadlines on a Singapore company's calendar are ACRA deadlines.
- AGM (annual general meeting)
- The yearly shareholders' meeting at which the company's financial statements are laid before members. For non-listed Singapore companies the AGM falls due within six months after financial year end. Private companies can be exempted from holding one, including where financial statements are sent to members within five months after year end, under the safeguards in section 175A of the Companies Act.
- Annual return
- The confirmation of a company's key particulars filed with ACRA each year, due within seven months after financial year end for non-listed companies. The return carries the financial statements where filing applies, so accounts preparation has to finish first. Late annual returns are the most common way an otherwise healthy company acquires a compliance record.
B
- Beneficial owner
- The individual who ultimately owns or controls a company, traced through however many corporate layers, trusts, or nominee arrangements sit between them and the share register. Beneficial owners must be identified and verified during KYC, and those meeting the statutory definition of controllers are recorded in the register of registrable controllers.
- Bizfile
- ACRA's online filing portal, through which incorporations, annual returns, and most other lodgements are submitted. Access requires Singpass, Singapore's national digital identity, which is why overseas owners cannot file directly and engage a corporate service provider in Singapore to file for them.
C
- Company secretary
- A statutory officer every Singapore company must appoint within six months of incorporation. The secretary must meet local residency requirements, and a sole director cannot also hold the office. The role covers ACRA lodgements, board and shareholder resolutions, minutes, the statutory registers, and meeting mechanics; our company secretary service describes it in full.
- Constitution
- The company's governing document, setting out its rules: share transfers, meetings, the appointment of directors, and the rights attaching to shares. It is submitted at incorporation, and companies may adopt a model constitution prescribed under the Companies (Model Constitutions) Regulations 2015. Since 3 January 2016 the former memorandum and articles of association of existing companies are treated in law as their constitution.
- Corporate service provider (CSP)
- A firm that forms and administers companies: incorporations, secretarial appointments, registers, and filings. Singapore regulates the sector under the Corporate Service Providers Act, which carries anti-money-laundering duties including customer due diligence and screening. ACRA directs foreigners, who cannot access Bizfile without Singpass, to engage a corporate service provider to register a company.
- CPF (Central Provident Fund)
- Singapore's mandatory social-security savings scheme. Employers pay CPF contributions for employees who are Singapore citizens or permanent residents earning total wages of more than S$50 a month; foreign employees have been exempt since 1 January 2003. Contributions are due on the last day of each calendar month, with a 14-day grace period.
D
- Dormant company
- A company with no, or minimal, activity. Dormancy shrinks the compliance workload rather than ending it: reliefs exist, and the Companies Act recognises the private dormant relevant company in its AGM exemption criteria, but the tests are precise and ACRA's and IRAS's dormancy concepts differ. Confirm status against the current rules before assuming any relief applies.
E
- Employment Pass (EP)
- MOM's work pass for foreign professionals, managers, executives, and technicians taking employment in Singapore. Eligibility runs in two stages: a minimum qualifying salary and the COMPASS points framework, with current criteria published by MOM. Applications are employer-sponsored. Owning shares in a Singapore company does not itself require a pass.
- Exempt private company (EPC)
- Under ACRA's guidance, a private company with fewer than 20 members where no corporation holds a beneficial interest in its shares. A solvent exempt private company need not file financial statements with its annual return; it makes an online declaration of solvency instead, and can still choose to file voluntarily.
F
- Financial year end (FYE)
- The date a company's accounting year closes, chosen at incorporation and changeable subject to the conditions the Companies Act attaches. It quietly sets the whole compliance clock: for non-listed companies the AGM falls due within six months after it and the annual return within seven. Groups usually align the Singapore entity's year end with the parent's.
G
- GST (Goods and Services Tax)
- Singapore's broad-based consumption tax, administered by IRAS. Registration becomes compulsory once taxable turnover exceeds S$1 million, tested retrospectively against the past calendar year and prospectively against the next 12 months. Companies below the threshold may weigh voluntary registration and the administration it brings with it.
I
- Inward re-domiciliation
- The transfer of a foreign corporate entity's registration into Singapore, after which it becomes a Singapore company under the Companies Act. Its obligations, liabilities, properties, and rights are not affected by the transfer. ACRA's application fee is S$985, non-refundable, and processing takes up to 40 working days from complete submission, longer where referral authorities are involved. See inward domiciling.
M
- MAA (memorandum and articles of association)
- The two constitutional documents with which older Singapore companies were incorporated. Since 3 January 2016 they are treated in law as a single constitution, and existing companies did not need to take any action for that to happen. New incorporations submit a constitution from the start.
- Members' voluntary liquidation (MVL)
- A route for closing a solvent company in which the members appoint a liquidator to wind it up, realise its assets, settle its liabilities, and distribute the surplus to shareholders. It is a more formal, and typically longer, exercise than strike-off, and suits companies with assets to distribute or histories that deserve a clean, adjudicated end.
N
- Nominee director
- A director appointed to satisfy Singapore's requirement that every company have at least one locally resident director, typically where nobody in the founding group qualifies. The nominee is a real director in law, with real duties and potential liability, so sound arrangements are documented: a defined mandate, no role in commercial management, and full transparency with the owners. See nominee director services.
P
- Private limited company (Pte Ltd)
- Singapore's standard company form, marked by Pte Ltd in the name. A separate legal person whose members' liability is limited to their shareholding, with shares held privately rather than offered to the public. It is the default vehicle for foreign-owned subsidiaries and the structure most of this site describes; formation is covered under company formations.
R
- Registered office
- The company's statutory address in Singapore, where official correspondence is served and registers are kept. It must be a Singapore address, open and accessible to the public for at least three hours during normal business hours on each business day. Every company must have one from incorporation onwards.
- Resident director
- A director who is ordinarily resident in Singapore: a citizen, a permanent resident, or someone meeting ACRA's local residency rules. Every Singapore company must have at least one. For foreign-owned companies with no qualifying person, the requirement is commonly met through a nominee director arrangement.
- RORC (register of registrable controllers)
- The register recording the individuals and entities that ultimately own or control the company. It is a private register, kept at the registered office or the corporate service provider's office, with the same information lodged with ACRA's central register; updates must be lodged within two business days of amending the private register. Entities incorporated from 16 June 2025 set it up on the day of incorporation.
S
- Singpass
- Singapore's national digital identity, used to authenticate individuals to government services including ACRA's Bizfile portal. Overseas directors without a Singapore presence do not hold Singpass, which is the practical reason foreign incorporations are filed through a corporate service provider rather than directly.
- Strike-off
- The administrative removal of a company from the register, on application to ACRA, for companies that have ceased business and meet the criteria, which include no outstanding debts to government agencies, no outstanding charges, and no live legal proceedings. Once ACRA approves, gazette notices with objection windows follow, and removal comes at least three months after approval; allow around four months or more overall. See ongoing administration.
U
- UEN (Unique Entity Number)
- The standard identification number issued to entities registered in Singapore and used across government agencies. A company receives its UEN at incorporation and quotes it on filings, invoices, and official correspondence; it is the number by which ACRA, IRAS, and the CPF Board know the entity.
Missing a term you expected? The vocabulary of Singapore compliance is larger than any one page, and we add entries as clients ask for them. Suggest one through the contact page, or start with the full picture in our guide to setting up a business in Singapore.
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