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Regulations & Compliance · PDF

The Third Companies Regulations Amendment of 2015: Electronic Notices and Forms

S 831/2015 introduces electronic-communication safeguards and exclusions, prescribed EPC classes and changes to six statutory form references.

Source checked · 11 October 2026 Historical document

Original instrument and S$5,000 sum

Made on 21 December 2015 and gazetted on 31 December, the regulations commenced on 3 January 2016. New regulation 13 prescribes S$5,000 for Companies Act section 205B(3)(fb). The PDF does not reproduce that Act paragraph, so the amount is tied to that specific historical provision rather than characterised as a general exemption threshold.

Two prescribed EPC classes with three conditions

New 89AA for section 175(2)(b) and 89AB for section 201(4)(b) each require all three: exempt private company status, ability to pay liabilities as due, and lodgement with the Registrar of its latest complete financial statements in XBRL together with the annual return for the calendar year. Both provisions use the same class but relate to different Act sections.

Prior separate notice for deemed consent

Before electronic service to a member deemed consenting under 387C(3), give separate written notice at least once explaining the choice of electronic or physical copies; electronic delivery if no election; the communication manner specified in the constitution; ability to make a fresh election at any time; and the latest communicated election prevailing for all notices/documents until changed. These five explanations precede reliance on deemed consent.

Continuing choice and website notification

Whether deemed consenting or electing under 89C(a)(i)/(iv), members must be able to choose afresh at any time and the latest election governs. Publishing a notice/document on the company website requires a separate notification, through the constitution-specified means, explaining publication and how to access it. Merely putting a document online is not the entire safeguard.

Two excluded document types

New 89D excludes any notice or document concerning a takeover offer of the company or its rights issue from section 387C. These exclusions remain important despite the electronic-communication permission; the amendment does not reproduce all alternative delivery rules for those documents.

Director and officer form updates

First and Second Schedules change Forms 45/45A references from 173(2)(a) to 173C(a), Form 45B from 173(4A) to 173C(b), and Form 50 from 173(8) to 173(10). Form 50 now refers to Chief Executive Officer, Secretary or Auditor in the table/heading, with the corresponding lower-case footnote change. These are precise historical form-reference updates.

Transfer forms and the 14-day wording

Forms 57 and 58 replace transferee company with transferee wherever used. Form 57 also changes the time phrase from within seven days of a section 180(3) statement to within fourteen days of a section 215(2) statement being supplied. The replacement affects both the number and section reference, not just a generic doubling of all transfer deadlines.

Official source

This article independently explains the substantive contents of the official PDF, including the relevant conditions, procedures and annexes. The linked document remains the authoritative source for its original wording, and later changes should be checked separately.

Read the official PDF ↗
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