Directors’ Duties in Financial Statements Reporting under the Companies Act

Under sections 201(2) and 201(5) of the Companies Act, directors of a company are responsible to present and lay at its annual general meeting the annual financial statements that:


  • comply with Accounting Standards issued by the Accounting Standards Council; and
  • give a true and fair view of the financial position and performance of the company.

With that, directors are responsible to ensure that the financial information presented in the financial statements is clear, complete, and consistent. This is so even if they are not accounting experts. As directors, they remain responsible for the signed financial statements which will be eventually filed with ACRA and IRAS.


In order for directors to perform their fiduciary duties competently, they are encouraged to seek professional accounting advice if they need help in the keeping of accounting and other records and the preparation of financial statements. However, they must remember that they remain responsible. Therefore, they should ensure any such advice or services are provided by suitably qualified accounting professionals with an appropriate level of expertise, knowledge, and experience.

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ACRA Cancels Registration of Filing Agent and Qualified Individual for AML/CFT Breaches

The Accounting and Corporate Regulatory Authority (ACRA) had cancelled the registrations of filing agent (RFA) and qualified individual (RQI) on 18 January 2024. The registrations were cancelled in view of breaches of anti-money laundering and countering the financing of terrorism (AML/CFT) controls under the ACRA (Filing Agents and Qualified Individuals) Regulations 2015 (the “ACRA Regulations”).

Some of the basic AMT/CFT controls that a RFA and RQI are required to exercise are as follows:

(a) perform additional customer due diligence measures when a customer is not physically present during onboarding;

(b) inquiring if there exists any beneficial owner in relation to some of its customers; and

(c) perform risk assessments i

RQIs and RFAs provide corporate secretarial services for business entities, such as helping customers to incorporate companies, file annual returns and fulfil other filing requirements under the Companies Act 1967 or other Acts under ACRA’s purview. RQIs and RFAs are required to perform customer due diligence measures in accordance with the ACRA Regulations, and conduct their business in such a manner as to guard against the facilitation of money laundering and the financing of terrorism. RQIs and RFAs must also satisfy statutory requirements such as being fit and proper persons, to be registered or continue to be registered.

RQIs and RFAs who breach their statutory obligations may be subject to enforcement actions, such as financial penalties of up to $10,000 or $25,000 per breach respectively or have their registrations with ACRA suspended or cancelled.

Therefore, RQIs and RFAs play an important role in helping to detect and combat illicit activities.

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