Singapore’s Ministry of Finance and Accounting and Corporate Regulatory Authority (ACRA) have run a joint consultation on two draft bills regulating companies in Singapore.

ACRA had already consulted on similar proposals in 2021 and 2022, resulting in publication of a first draft Bill in November 2023. Important new measures include compulsory reporting of company beneficial ownership, full disclosure of nominee directors and shareholders and tighter regulation of corporate service providers (CSPs).

The Companies and Limited Liability Partnerships (Miscellaneous Amendments) Bill adds new obligations concerning the transparency of beneficial ownership ('controllers') of companies and limited liability partnerships (LLPs). Companies and LLPs will be required to keep a register of registrable controllers starting on the date of incorporation or registration. Currently, this is required only within 30 days of incorporation or registration.

The rules on nominee shareholders are also being significantly tightened, to prevent the misuse of nominee directorship arrangements to create shell companies. Currently, only Singapore-based companies have to maintain registers of nominee directors and nominee shareholders. The information is not submitted to the authorities or made publicly available. In future, both resident companies and foreign companies will have to collect all nominee information and submit it to ACRA, which will hold it in a central register and make the nominee status of a director or shareholder of any company publicly available. However, only certain government agencies will be able to access the full information for administrative or enforcement purposes....