AGM Requirements in Singapore: Do You Still Need to Hold One in 2026?
Supposedly, not every private business in Singapore needs to hold an AGM in person in 2026. Private businesses in Singapore can skip their AGM under certain conditions, or they can dispense with it through a resolution under Section 175A of the Companies Act. But companies are supposed to comply with the obligations of their annual return and financial reporting.
Do Private Businesses Require AGM in Singapore?
The answer is not always yes or no. Businesses in Singapore must hold an AGM each year unless they are dispensed with the AGM as a general rule. The AGM is normally due within 06 months after the FYE for non-listed companies. Whereas listed companies have a 04 month deadline.
It is believed that the first step for a private company is supposed to mention whether it needs to hold the AGM or is not qualified for it.
What is Section 175A of the Companies Act?
Section 175A of the Companies Act reflects the positions in which a business is not required to hold the AGM. Private companies can be exempted from the AGM if all the members of the company pass the required resolution. But skipping the AGM does not mean that a business can avoid its statutory obligation. Businesses are supposed to maintain proper financial records by meeting the requirements for annual return filing.
A private business can normally ignore holding an AGM if it falls within allowed situations:
- The company shares its financial statements with all members within 05 months after FYE.
- A dormant business that is not listed and meets the threshold of applicable assets.
Can Shareholders Request an AGM?
The simple answer is yes. Because the exemption from an AGM does not disable members from requesting an AGM.
- For example, if a company is dependent on the route of financial statements to waive the AGM, a shareholder can request to hold the AGM within the applicable time. Moreover, an auditor or member can also request to hold the AGM after the financial statements are sent.
What are the AGM Deadlines for Private Businesses?
The deadline for non-listed companies to hold an AGM is within 06 months after the Financial Year-End.
- For example, if the FYE of a business is 31st December 2024, the AGM is supposed to be completed by 30th June 2025.
Moreover, it is important to note that the deadline for the AGM is different from the ACRA annual return deadline of a company, which is normally due within 07 months after the FYE for non-listed companies.
Example
Let us consider a company that has four shareholders, and the FYE is 31st December 2024. This company sends the financial statements to its members within 04 months after the FYE and completes the requirements; it may be exempt from holding the AGM.
On the other hand, if a company has shareholders who agree to exempt the AGM, it can use that route as well.
What If a Business Fails to Hold the AGM?
Skipping the AGM is not equivalent to exemption from holding the AGM. Failure to comply with this can result in enforcement actions by ACRA, such as prosecution, disqualification, debarment, and composition action in some cases. However, an extension of 60-days can be provided if applied for through BizFile in case it cannot meet the deadline of AGM.
Conclusion
In the end, it can be concluded that private companies are required to hold an AGM as well. A private company can be exempted from AGM if it satisfies Section 175A of the Companies Act, or it has been validly exempted from AGMs. But an exemption from holding an AGM does not exempt the company from financial reporting, obligations to ACRA, or accounting.
The safest approach is to mention the AGM position earlier by preparing the financial statements in time and ensuring the annual returns accurately reflect whether the company held an AGM or was exempted from it.
Call to Inquire
We, at FAST ACCOUNTING, are here to assist your businesses in Singapore by managing financial statements, corporate secretarial compliance, and accounting. If you are not sure if your business qualifies for AGM exemption or you need assistance in coordinating your AGMs, we have an experienced professional team of experts who can manage your AGMs, annual returns, and accounts while you can focus on your core business operations.
