General requirements for registration and renewal as a filing agent
A person who wishes to register as a registered filing agent or have his registration renewed must satisfy two general requirements:
First, he must be one of the following:
- an individual or a partnership registered as carrying on business under the Business Names Registration Act;
- a company incorporated under the Companies Act;
- a limited liability partnership registered under the Limited Liability Partnerships Act; or
- a limited partnership registered under the Limited Partnerships Act.
Second, he must meet at least one of the following criteria:
- the person is himself a registered qualified individual who will carry out, or supervise the carrying out of transactions with the Registrar;
- the person is a partnership, limited liability partnership or limited partnership, in which there is at least one partner who is a registered qualified individual who will be appointed to carry out, or supervise the carrying out of transactions with the Registrar; or
- the person employs or engages a registered qualified individual to carry out, or to supervise the carrying out of, transactions with the Registrar.
This means that when a person applies for registration or renewal as a filing agent, he will be required to appoint, employ or engage at least one registered qualified individual. If the person is himself a registered qualified individual, he will have to appoint himself as the registered qualified individual.
Other requirements to be satisfied before a person may be registered or renewed as a filing agent
Anyone seeking to register or renew his/her registration as a registered filing agent will be required to complete a mandatory training programme which comprises a prescribed Anti-Money Laundering/ Counter Financing of Terrorism (AML/CFT) course and an AML/CFT Proficiency Test prior to the application. Registered filing agents have to fulfil this requirement once every two years as a pre-condition of their renewal.
ACRA may reject an application in the following circumstances:
If the person is an individual (that is, if he is a sole proprietor),
- he has been convicted (whether in Singapore or elsewhere) of any offence involving fraud or dishonesty punishable with imprisonment for 3 months or more; or
- he is an undischarged bankrupt, whether in Singapore or elsewhere.
If he is not an individual (that is, he is not a sole proprietor),
- any director, partner or individual directly or indirectly taking part in or concerned in the his management has been convicted (whether in Singapore or elsewhere) of any offence involving fraud or dishonesty punishable with imprisonment for 3 months or more; or
- any director, partner or individual directly or indirectly taking part in or concerned in his management is an undischarged bankrupt, whether in Singapore or elsewhere.
ACRA may also reject an application if we are not otherwise satisfied that the person is a fit and proper person to be so registered, or that any of his directors or partners or any individual directly or indirectly taking part in or concerned in his management is a fit and proper person.
In addition, ACRA shall reject an application if the person’s previous registration as a registered filing agent has been cancelled as a sanction imposed by ACRA because of either a breach of a term or condition of registration, or a failure to pay a financial penalty imposed because of a breach of such a term or condition, and less than 2 years has elapsed since the date on which the registration was cancelled.
Legal Obligations of a registered filing agent
From the time of registration or renewal, a registered filing agent will be required to comply with the legal obligations contained in:
- Part VIA of the ACRA (Amendment) Act;
- The ACRA (Filing Agents and Qualified Individuals) Regulations 2015, including the terms and conditions of registration contained in the First Schedule of the Regulations. The first set of terms and conditions cover the establishing of internal policies, procedures and controls to ensure the proper use of the filing number, and having oversight over the qualified individuals and employees. The second set of terms and conditions cover the FATF’s requirements for the prevention of money laundering and terrorism financing; and
- Breach of these terms and conditions may subject the registered filing agent to sanctions imposed by the Chief Executive of ACRA under Part VIA of the ACRA (Amendment) Act. These sanctions are: cancellation or suspension of registration, restriction of use of the electronic transaction system, financial penalties up to $25,000 per breach, and censure.