Should I Switch My Corporate Secretary Partner?

Having a reliable corporate secretary partner is essential to the success of a company or business. As a business owner, you may wonder if you should switch corporate secretary partners if things are not running smoothly. If you are dissatisfied with the services of your current corporate secretary partner, it might be time to find a better fit.

What is a corporate secretary?

A corporate secretary is a qualified individual that a company appoints to fulfill administrative and compliance duties. According to the Accounting & Corporate Regulatory Authority (ACRA) requirements, the process of a company's incorporation in Singapore is incomplete until a corporate secretary is appointed. All Singaporean companies are required to appoint a secretary within 6 months of the date of incorporation.

Why are they important?

You’ve definitely heard of corporate secretaries and learn about their roles. On the surface, they might do things similar to what an admin does. However, a professional corporate secretary does way more than that. Here, we will be breaking down the actual responsibilities that they are holding:

• Board meetings
• Annual general meetings
• Staying compliant with legal matters
• Maintaining statutory registers and records
• Communicating adequately with shareholders
• Guiding directors to fulfill their statutory duties and remain compliant
• Filing for closing company

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Warning signs to look out for bad secretary

As a business owner, you might find yourself at crossroads with the poor performance of your company secretary partner. You might find yourself thinking, should I switch the service? Here are some signs to look out for:

• Poor communication and responsiveness
• Limited expertise and knowledge
• High fees and hidden charges
• Lack reminders for crucial submission deadlines for compliance
• Inaccurate or inadequate advice given on company matters

Having an unqualified corporate secretary in Singapore can cause significant consequences for a business. You will potentially miss important deadlines, and unknowingly violate laws. It’s like flying an airplane without a copilot!

Imagine being non-compliant with legal requirements, missing opportunities for government grants, and causing reputational damage that can harm your business financially. As a result, this could hinder your business growth. Therefore, it's vital to engage a competent and proactive partner to help your business avoid these potential risks.

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Steps to Make the Switch

If you are dissatisfied with your current service, it might be time to change it. Here are the documents required when changing a corporate secretary;

• A Directors’ resolution in writing to show that the directors accepted the resignation of previous secretary and appointment of the new secretary
• A signed resignation letter from the outgoing corporate secretary
• To inform ACRA by submitting a cessation within 14 days from the resignation date
• Form 45B, which is the consent to service of the new corporate secretary

The new corporate secretary partner should assist in preparing directors' resolution in writing (DRIW) and other paperwork, including Form 45B and lodgment to ACRA. Once your existing company secretary steps down, a letter of resignation should provide as proof.

However, if your existing secretarial service refuses to cooperate, things may get complicated. Frustration will arise when handling documents and filings as deadlines draw closer. Therefore, it is best to advise you to change your corporate secretary partner when your filing deadlines are not approaching soon.

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Choosing the right corporate secretary

When the company secretary steps down from his position, the board of directors needs to select a new secretary for the company. At 6 months from the date of resignation, you will need to appoint a new company secretary. The criteria that ACRA has stipulated are:

1. A natural person
2. Residing in Singapore
3. Not the sole director
4. Someone with knowledge of Company’s Act and familiar with ACRA’s regulations

Today, there are a lot of companies that offer Company Secretary or Corporate Secretarial services. When choosing the best one, it is better to get references and clarifications to avoid misunderstandings.

You can also get information regarding the company's flexibility, terms, and cost. Outsourcing your secretarial services will allow you to get the most out of your business and reduce your stress levels simultaneously.

Conclusion

In conclusion, choosing the right partner to manage your company's administrative duties is crucial for the success and growth of your business. A competent and responsive partner can help you stay legally compliant and maintain good business credits. On the other hand, a poor partner can lead to missed opportunities, non-compliance, and reputational damage that can harm your business's growth and prosperity.

If you are considering to make the switch, it is highly advisable to engage with a professional agent in making the necessary changes. At Sprout Asia, we are always ready to guide you through the process and ensure a smooth transition. Don't let a bad corporate secretary hold your business back - take action today and elevate your business to the next level.

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