Knowledge Highlights 21 February 2022

With effect from 14 January 2022, the penalties for late filing of the annual lodgments including annual returns and annual declarations by Singapore-incorporated companies, variable capital companies (“VCCs”) and limited liability partnerships (“LLPs”) have been raised. The Accounting and Corporate Regulatory Authority (“ACRA”) has also introduced a two-tier penalty framework for late ad hoc filings (other than late annual lodgments).

These changes, previously announced by ACRA on 25 November 2021, have taken effect on 14 January 2022 through amendments to the Companies (Fees and Late Lodgment Penalties) Regulations 2015, the Limited Liability Partnerships Regulations, and the Variable Capital Companies (Fees and Late Lodgment Penalties) Regulations 2020.

Penalty for late filing of annual lodgments

The penalty for late filing of annual lodgments due on or after 14 January 2022 is now S$300 if the lodgment is filed within the first three months after the due date, or S$600 if the lodgment is filed more than three months after the filing due date. For annual lodgments due before 14 January 2022, the previous penalty framework continues to apply.

Late filing penalty for annual lodgment

Entity type

Filing due on or after 14 January 2022

Filing due before 14 January 2022

Local companies

(i) S$300 within the first 3 months after filing due date; or (ii) S$600 after the 3 months.

Flat rate of S$300

VCCs

Foreign companies

8-tier penalties ranging from S$50 to S$350

LLPs

(Source: ACRA website)

Singapore-incorporated companies and VCCs are required to file annual returns within five or seven months after financial year-end for listed and non-listed companies respectively. LLPs are required to file annual declarations within 15 months of registration and subsequently, once in every calendar year within 15 months of the last lodgment.

Penalty for late ad hoc filings

Ad hoc filings include filings for change in entity information or the personal particulars of officers or business owners. Any penalty payable will be reflected and imposed at the point of lodgment via the BizFile+ or VCC portals.

From 14 January 2022, a two-tier penalty framework now applies to VCCs for all late ad hoc filings.

For companies, LLPs and limited partnerships, the existing eight-tier penalty framework ranging from S$50 to S$350 will continue to apply for all late ad hoc filings.

Late filing penalty for ad hoc filing

Entity type

Filing due on or after 14 January 2022

Filing due before 14 January 2022

Local companies

Foreign companies

LLPs

Limited partnerships

8-tier penalties ranging from S$50 to S$350

Businesses (sole proprietorships and partnerships)

8-tier penalties ranging from S$10 to S$250

VCCs

(i) S$50 within the first 3 months after filing due date; or (ii) S$200 after the 3 months

8-tier penalties ranging from S$50 to S$350

(Source: ACRA website)

Reference materials

The following materials are available on the ACRA website www.acra.gov.sg and the Singapore Statutes Online website sso.agc.gov.sg:

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