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Will Singapore become “transparent”?

The national regulator ACRA (Accounting and Corporate Regulatory Authority) recently announced upcoming changes to Singapore's corporate law, including plans for the implementation of a centralized register of controlling persons and proposals for disclosure of information about persons who own companies through nominee shareholders.

Currently, no official materials or documents detailing these proposals are yet available. It is believed that the establishment of mechanisms in the national legislation of Singapore that promote the adoption of international principles of transparent business conduct will serve to more effectively combat the laundering of income obtained illegally.

A brief overview of the proposed changes is provided below.

First, it is planned that companies and partnerships (including foreign ones) registered in Singapore will be required to maintain registers of controlling persons and regularly provide up-to-date information about controlling persons in ACRA. At the same time, ACRA is granted the right to maintain a centralized register of companies and partnerships, which will reflect information about controlling persons. While the register of controlling persons will not be available to the general public.

It is expected that ACRA will inform companies and their registered agents of the obligation to provide this type of information until mid-April 2020, and the corresponding notification will be published in the official publication until mid-May 2020, after that, market participants who do not comply with ACRA orders may be held liable.

Second, it is proposed to disclose information about individuals who own companies through nominee shareholders. It is planned that the legislation will approve a new definition of a "nominee shareholder" – a person who legally owns shares of the company on behalf of another person. Information about such "another person" (beneficiary) must be disclosed in the registry. At the moment, it is not clear whether the register of beneficiaries will be centralized, like the register of controlling persons.