Bill and Proposed Amendments to Companies Act 2024

The Ministry of Finance (MOF) and the Accounting and Corporate Regulatory Authority (ACRA) are taking steps to strengthen regulations for Corporate Service Providers (CSPs). Public consultations are an important part of the legislative process, allowing stakeholders and the public to provide feedback on proposed changes.

The amendments to the Companies Act and Limited Liability Partnerships Act likely aim to improve oversight of CSPs and increase transparency regarding beneficial ownership. This could help prevent activities like money laundering and terrorist financing by ensuring that the true owners of companies and partnerships are known and accountable.

Overall, it seems like a proactive move by the government to enhance the regulatory framework and promote greater transparency in the corporate sector.

The consultation sought public feedback on the draft Bill to:

  1. require all entities providing corporate services in Singapore to register with ACRA;
  2. introduce fines of up to $100,000 on registered CSPs and their senior management upon conviction for non-compliance with anti-money laundering obligations;
  3. require individuals acting as nominee directors to be appointed by registered CSPs and assessed to be fit and proper by them; and

Proposed Amendments

The CSP Bill and the Companies and Limited Liability Partnerships (Miscellaneous Amendments) (CLLPMA) Bill will introduce the following key changes:

  1.  Require all business entities carrying on a business of providing corporate services in and from Singapore to register with ACRA as registered CSPs;
  • Require all registered CSPs to comply with obligations, including those on anti-money laundering, countering the financing of terrorism and the proliferation of weapons of mass destruction (AML/ CFT/ PF obligations);
  • Introduce fines for breaches of AML/ CFT/ PF obligations by registered CSPs and their senior management;
  • Prohibit persons from acting as nominee directors by way of business unless the appointments are arranged by registered CSPs and they have been assessed as fit and proper by the registered CSPs;
  • Require nominee directors and shareholders to disclose their nominee status and the identities of their nominators to ACRA under the CLLPMA; and
  •  Increase fines pertaining to the Register of Registrable Controllers, Register of Nominee Directors and Register of Nominee Shareholders under the CLLPMA.

Source from ACRA: https://www.acra.gov.sg