Want to know what happens if a Singapore Company Director Resigns? Here is the entire guide on what happens when a Singapore Company Director Resigns. Learn more on https://www.incorp.asia/
2. • A person may cease to be a director of a company by resignation. A director may renounce
his position in the company for several reasons including, ill health, disqualification, conflict
with other directors or due to change in management or ownership of the company. In such an
event of resignation, the Registrar of companies, ACRA, must be notified within 14 days from
the date of resignation. While the provisions for the appointment of directors are clearly
articulated in the Companies Act (Act), the provisions relating to the resignation of a company
director is conspicuous by its absence.
• In Singapore, a director's resignation is valid provided that:
I. The resignation procedure is in accordance with the company's constitution.
II. The company must have at least one remaining director residing in Singapore.
• The notice of resignation must be given in writing, and such written notice must be sent by
registered mail to the registered address of the company.
3. • According to the Act, when a director has validly resigned from the company, the company is obliged to
lodge a notification of his resignation with the Registrar.
• The notification of resignation can be made online via BizFile.
• The outcome of the notification will be emailed to the registered email address of the company, or the
applicant may check the status online. Generally, the outcome is posted within three working days.
• Some occasions warrant the resining director to notify the ACRA himself.
Such self-notification may be lodged when
The resigning director has reasons to believe that the company will not notify ACRA of his or her
resignation.
The company secretary has resigned, and there are no directors or the remaining directors are
disqualified, and there are no other officers in the company to notify ACRA.
4. If notification of cessation is not lodged with ACRA, this could amount to an offence of non-disclosure.
The company and every officer of the company who fails to report a director's resignation or disqualification may
each:
• be fined up to S$5,000.
• be liable to a default penalty if the offence continues after conviction.
Until the notification is lodged, the cessation will not take effect. The person will remain as a director in ACRA's
records until the notification is lodged. This means he is still responsible for managing the company.
5. Some of the consideration for the company are as follows:
• If the resigning director is the only ordinarily resident director of the company, then another ordinarily resident director
must replace the resigning director.
• If the resigning director has also played the role of the company secretary, then the company has to appoint a company
secretary.
• If the resigning director is also a shareholder then the procedure to transfer his shares must be completed.
• If the resignation would affect the authorized signatory of the company, then it has to be duly amended, and all
concerned parties such as the bank, vendors and clients must be notified.
• If other parties such as the major investors, shareholders, customers, suppliers and employees need to be notified.
• If the resigning director should remain in service during the period of notice or should be sent on leave.
6. • The resigning director can notify ACRA of his or resignation.
• However, before such self-notification is lodged the resining director must ensure
that the company has been given proper notification of the resignation.
• A person who has resigned from the office of the director of a company should
check the ACRA registers to verify if the company has filed the notification and his or
her name is taken off the register.
• If the company has failed to notify or will not notify, then he or she must duly notify
ACRA.
7. Need help with
Statutory Compliance in Singapore?
Incorporate Manage Comply
with the leading corporate service provider in Singapore
Reach us for a free consultation:
Phone +65 6812 1611
Email info@incorp.asia
WhatsApp : +65 8699 8821