First phase of commencement of key changes under Corporate and Accounting Laws (Amendment) Act 2025
29 June 2026
The first phase of the commencement of the Corporate and Accounting Laws (Amendment) Act 2025 came into force on 6 May 2026. The key amendments in this phase are set out below:
- 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 S$5,000 to S$20,000, and for serious offences, directors may face both the fines and imprisonment of up to 12 months.
- Prevent misuse of companies for unlawful purposes: To strengthen Singapore’s anti-money laundering regime, directors are now 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.
- 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, while 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.
- Safeguarding shareholders’ interests: To better safeguard shareholders’ interests, a new two-tier approval process now applies to selective off-market share purchases, i.e. when a company intends to buy back shares from certain shareholders instead of all shareholders. 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.
Reference materials
The following materials are available on the Government Gazette website www.egazette.gov.sg and ACRA website www.acra.gov.sg: