ACRA Annual Return Filing Singapore: What Every SME Needs to Know

Every year, without fail, the same compliance deadline rolls around for every registered company in Singapore. It doesn't matter whether your business had a record-breaking year or a quiet one. It doesn't matter if you're a two-person startup or a team of fifty. Filing your annual return with ACRA is a legal obligation that applies to every locally incorporated company, full stop.

For a lot of founders, the annual return sits in a mental drawer labelled "things my corporate secretary handles." Which is exactly right. But understanding what it is, why it matters, and what happens when it's missed? That knowledge belongs in your hands too.

What Is an Annual Return in Singapore?

An annual return is a statutory document filed with the Accounting and Corporate Regulatory Authority (ACRA) that provides a snapshot of your company's current information: its directors, shareholders, share capital, financial statements, and registered address. It is required under the Companies Act and ensures that ACRA's public register stays accurate and current.

The annual return is separate from your tax filing with IRAS. Both are mandatory. Both have distinct deadlines. Confusing the two is one of the most common mistakes Singapore SMEs make, and one of the most avoidable.

Who Must File an Annual Return?

All Singapore-incorporated companies must file an annual return, including:

• Active trading companies
• Dormant companies (with no transactions during the year)
• Companies that qualify for audit exemptions
• Companies that have dispensed with their AGM

There is no revenue threshold or size exemption. If your company is registered with ACRA and has not been formally dissolved, you are required to file.

ACRA Annual Return Filing Deadlines

The AGM rule that changes your deadline

If your company held an Annual General Meeting (AGM), you must also file the annual return within one month after the AGM date. The controlling rule is whichever deadline comes first: one month after the AGM, or seven months after FYE.

This means the timing of your AGM directly affects your filing deadline. A company with a 31 December FYE that holds its AGM on 15 June must file its annual return by 15 July, not 31 July. For a full overview of what must be filed each year, see ACRA's annual compliance guide.

AGM Requirements for Private Companies

Historically, all Singapore companies were required to hold an Annual General Meeting. Since August 2018, private companies have had more flexibility.

When a private company does NOT need to hold an AGM

According to ACRA's AGM exemption rules, a private company is exempt from holding an AGM if either of these conditions is met:

1. All members have passed a resolution to dispense with AGMs.
2. The company sends its financial statements to all entitled members within five months of its Financial Year End.

Member override rights

Even if a company has dispensed with AGMs, any member can require one by notifying the company no later than 14 days before the end of the sixth month after FYE. If that request is received, directors must convene an AGM within the six-month window.

Extension of Time (EOT)

If your company anticipates it cannot hold an AGM by the deadline, you can apply to ACRA for an Extension of Time of up to 60 days. Applications should be submitted at least 14 working days before the original deadline. The application fee is $200 and is non-refundable.

What Is Included in an Annual Return?

When you file your annual return via BizFile+, you are required to provide and verify the following information:

1. Company name and Unique Entity Number (UEN)
2. Company type and status (e.g., Exempt Private Company, Dormant Company)
3. Principal business activities and SSIC code
4. Registered office address
5. Financial Year End date
6. AGM date (or confirmation of exemption and financial statement circulation date)
7. Director particulars: names, identification numbers, appointment dates
8. Company secretary particulars
9. Shareholder names, identification details, and shareholding percentages
10. Share capital: total issued and paid-up capital, any transfers or allotments during the year
11. Any registered charges against company assets
12. Financial statements (format depends on company size and status)

Financial statement filing requirements

Most companies must submit financial statements in XBRL format (eXtensible Business Reporting Language) alongside a PDF copy.

Exempt Private Companies (EPCs) that are solvent are not required to file financial statements. Instead, they make an online solvency declaration as part of the annual return. Insolvent EPCs must file full financial statements in XBRL format.

Dormant companies that meet the requirements under section 201A of the Companies Act may qualify for exemption from preparing financial statements entirely, though they must still file an annual return.

How to File an Annual Return: Step-by-Step via BizFile+

Annual returns are filed through ACRA's BizFile+ portal (bizfile.gov.sg). You will need your company's CorpPass credentials to log in and transact on behalf of the company.

1. Log into BizFile+ using CorpPass.
2. Navigate to "Annual Filing" and select "Local company," then "File annual returns."
3. Verify pre-filled company information: UEN, legal name, registered office address.
4. Confirm or update Financial Year End date and company type/status.
5. Declare company status: small company classification, solvency (for EPCs), dormancy (if applicable).
6. Enter AGM details or confirm exemption (including date financial statements were sent to members).
7. Upload financial statements in XBRL format plus PDF (or declare exemption).
8. Verify and update director, company secretary, and shareholder information.
9. Confirm registered charges.
10. Review all entered information under "Review and confirm."
11. Tick the accuracy declaration and proceed to payment.
12. Pay the $60 filing fee.
13. Receive your acknowledgement receipt and updated Business Profile.

The process typically takes one to three hours for straightforward filings.

Penalties for Late Annual Return Filing

ACRA enforces filing deadlines with a two-tier penalty structure.

Penalties are imposed automatically at the point of filing. They apply per annual return, so a company with multiple years of overdue returns faces cumulative penalties.

Escalating enforcement

If late filing is not resolved, ACRA may:

• Issue a composition sum as an alternative to court prosecution. The minimum composition sum is $500.
• Initiate court prosecution, where the maximum fine is $5,000 per charge.
• Pursue director disqualification: a director convicted of three or more filing-related offences within five years is disqualified from acting as director for five years.
• Strike off the company from the register if ACRA has reasonable cause to believe the company is no longer operational. A struck-off company cannot conduct business, open bank accounts, or enter contracts.

Directors of three or more struck-off companies within five years may also face disqualification.

Common Mistakes Singapore SMEs Make

Missing the annual return deadline is rarely careless. It usually happens because of one of these systemic gaps:

1. Confusing IRAS and ACRA deadlines. Tax filing is not the same as annual return filing. Both are mandatory. Both have different deadlines, different forms, and different consequences for late lodgement.

2. Not updating company changes within 14 days. Director appointments, resignations, address changes, share transfers: all must be filed with ACRA within 14 days of the change. Outdated information in your annual return can trigger ACRA inquiries.

3. Assuming AGM exemption means no compliance needed. Dispensing with the AGM removes the meeting requirement. It does not remove the requirement to circulate financial statements, pass written resolutions, or document shareholder approvals.

4. Poor coordination between accountants, tax agents, and corporate secretaries. When different advisers work in silos, financial statements can arrive too late to meet AGM and filing deadlines. A shared compliance calendar with clear internal deadlines prevents this.

5. Letting share registers fall out of sync. Informal share transfers or undocumented allotments create discrepancies between your internal records and ACRA's register. These surface at the worst possible moments: due diligence, bank loan applications, shareholder disputes.

6. Not updating the SSIC code when the business pivots. If your principal business activities have changed, the SSIC code in your annual return should reflect that. Mismatches can affect your eligibility for grants and create complications with tax treatment.

How a Corporate Secretary Keeps This on Track

Every Singapore company must appoint a company secretary within six months of incorporation. The position cannot be left vacant for more than six months. But a good company secretary is far more than a filing agent. They are the person who makes sure you never miss a deadline you didn't even know was coming.

A competent corporate secretary will:

• Maintain a compliance calendar that covers FYE, AGM dates, and the annual return filing deadline
• Coordinate with your accountant or auditor to ensure financial statements are ready on time
• Monitor and file all changes to company particulars within the 14-day statutory window
• Advise on AGM exemptions and ensure written resolutions are properly documented
• Prepare and submit the annual return filing on your behalf via BizFile+
• Alert you well in advance if an Extension of Time application is needed

For most small companies, hiring an in-house secretary doesn't make financial sense. A professional corporate secretarial service covers the same ground: compliance calendars, filing systems, statutory knowledge, and someone who actually knows the rules. At a fraction of the cost of a full-time hire.

At Harvest, our corporate secretary service is part of your monthly engagement. One less thing on your plate. Nothing left unfiled.

Find out how Harvest handles your ACRA compliance.

Frequently Asked Questions

What is an annual return in Singapore?

An annual return is a statutory filing submitted to ACRA (Accounting and Corporate Regulatory Authority) via the BizFile+ portal. It updates ACRA's public register with current information about your company's directors, shareholders, share capital, registered address, and financial statements. All Singapore-incorporated companies must file one each year.

When is the annual return due for a private company?

Private companies must file their annual return within seven months of their Financial Year End. If the company held an AGM, the return must be filed within one month of the AGM date, whichever deadline falls first. Companies with a branch register outside Singapore have an eight-month window.

Do private companies in Singapore need to hold an AGM?

Not necessarily. Since August 2018, private companies can be exempt from holding an AGM if all members pass a resolution to dispense with AGMs, or if the company sends financial statements to all entitled members within five months of its Financial Year End. However, individual members retain the right to request an AGM by providing notice to the company.

What is the penalty for late annual return filing in Singapore?

ACRA imposes a late lodgement penalty of $300 for annual returns filed up to three months after the due date, and $600 for returns filed more than three months late. If the issue is not resolved, ACRA may pursue composition sums (minimum $500), court prosecution (fines up to $5,000 per charge), director disqualification, or company strike-off.

What is an Exempt Private Company (EPC) in Singapore?

An Exempt Private Company is a private company with no more than 20 shareholders, none of whom is a corporation. Solvent EPCs are not required to file financial statements with ACRA as part of their annual return. They must instead make an online solvency declaration. Insolvent EPCs must file financial statements in XBRL format.

Can I file the annual return myself without a corporate secretary?

Technically, yes. If you have CorpPass access and understand the filing requirements, you can file directly via BizFile+. In practice, most business owners engage a corporate secretary or registered filing agent to manage the process. A corporate secretary also handles the full compliance calendar, so you're never scrambling to meet a deadline you didn't see coming.

How much does it cost to file an annual return in Singapore?

ACRA charges a $60 filing fee per annual return, payable via the BizFile+ portal at the time of submission. Late filings incur additional penalties on top of this fee.

The Bottom Line

Filing your annual return is not optional, not hard to understand, and not something that should catch you off guard each year. The deadlines are fixed. The penalties are real. The consequences of repeated non-compliance, from director disqualification to company strike-off, are serious.

But with the right support, your annual return becomes a quiet, unremarkable item on your compliance calendar. Handled. Filed. Done.

That is exactly how it should be.

If your annual return process feels anything less than seamless, let's talk. We manage ACRA compliance as part of our corporate secretary service, so nothing falls through the cracks.