Commencement of Key Changes under the Corporate and Accounting Laws (Amendment) Act 2025

The key amendments are:

1.       Heavier penalties for directors

To strengthen the regulatory framework for companies, directors who breach their duties, such as failing to manage companies in the companies’ best interests or not acting with reasonable diligence, face heavier penalties.

Maximum fines have increased from $5,000 to $20,000, and for serious offences, directors may face both the fines and imprisonment of up to 12 months.

2.       Prevent misuse of companies for unlawful purposes

To strengthen Singapore’s anti-money laundering regime, directors will now be disqualified from acting as directors if they are convicted of money laundering offences under the Corruption, Drug Trafficking and Other Serious Crimes (Confiscation of Benefits) Act 1992.

The existing list of offences that disqualify individuals from holding director positions has also been expanded.

3.       Enhance accountability in auditing

To promote greater personal accountability for public accountants and transparency in the auditing profession, audit reports must now identify the public accountant primarily responsible for the audit engagement by name.

Previously, whilst the auditor’s name was available in ACRA’s register of auditors on Bizfile, audit reports themselves were typically signed off by accounting firms without identifying the specific auditor responsible.  

4.       Safeguarding shareholders’ interests

To better safeguard shareholders’ interests, a new two-tier approval process will apply when companies want to buy back shares from certain shareholders instead of all shareholders (e.g. selective off-market share purchases).

Beyond the existing requirement for 75% approval from all shareholders (except those selling), companies must now also obtain separate 75% approval from shareholders who own the same class of shares as those being bought back (except those selling). This ensures shareholders in the affected class have a larger say in the approval process.

For more details on the Corporate and Accounting Laws (Amendment) Act, click here.