Passage and exceptions to the phases
Parliament passed the Act on 8 October 2014; assent followed 18 November. ACRA announced two phases on 15 April 2015: first on 1 July 2015, second on 3 January 2016 except sections 94(e) and 121. Section 121 later commenced 20 April 2018; this overview gives no commencement date for 94(e). The split reflected complex BizFile revamp issues across nearly 400 services and over a million annual transactions.
Phase 1: director and litigation matters
The list permits executive-director employment-termination compensation up to one year’s emoluments without shareholder approval (amendment section 86); relaxes nominee disclosures to nominators (80); permits court-ordered buyout instead of winding-up (150); and extends statutory derivative-action leave to arbitration and Singapore-incorporated listed companies, whether listed here or abroad (146). These are summary changes, not all conditions of each remedy.
Phase 1: capital and financial assistance
Listed companies may make selected off-market own-share acquisitions under an authorised agreement (45). Private-company financial-assistance prohibition is removed with new exceptions (41). Capital may fund share-issue/buyback brokerage/commission, and shares may be issued for no consideration (35). These do not eliminate other approval or capital-maintenance rules absent from the overview.
Phase 1: accounts and auditors
Auditor-independence provisions consolidate under the Accountants Act (9); small-company audit exemption is introduced (128/184); non-public-interest auditors may resign on notice, while public-interest companies/subsidiaries require ACRA consent before premature resignation (126). Reporting standards rather than the Act determine consolidation requirements (112/113/116 and related sections); parent/subsidiary year-end alignment requirement is repealed (115).
Phase 1: administration and remaining changes
Private-company secretaries need not be physically present at the registered office, and public-company secretary requirements move to regulations (88). Share-warrant transition arrangements end (34). Preferential employee-payment limits for insolvent companies update (151). The overview supplies no revised employee sum and no full secretary-qualification list, so neither is added. These complete all eighteen first-phase entries.
Phase 2: directors and governance
The list removes shareholder approval for reappointing directors aged seventy or over; extends director loan arrangements to quasi-loans/credit/related arrangements as described; extends director disclosures to CEOs; permits third-party-liability indemnities; and gives Registrar debarment powers over directors/secretaries. The list’s loan wording is a broad summary and is not turned into unconditional permission for every director loan.
Phase 2: shareholder participation
Poll-demand eligibility falls from ten to five percent of voting rights. Multiple proxies enfranchise indirect investors; electronic-document rules liberalise; written resolutions extend to unlisted public companies; one-share-one-vote restriction ends for public companies. Detailed intermediary categories, voting safeguards and share-class conditions are not reproduced in this phase list.
Phase 2: capital and markets
Changes introduce statutory share redenomination, refine amalgamation, clarify that redemption from a fresh share issue is not capital redemption, and transfer Central Depository System provisions to the Securities and Futures Act. These are distinct capital/market changes, not a single broad capital exemption.
Phase 2: reporting, registers and constitution
The overview introduces a dormant non-listed financial-statement-preparation exemption and expands summary statements to all companies. ACRA keeps private-company member and all-company director/officer electronic registers. Memorandum/articles merge into one constitution; registered charities no longer apply to omit limited; alternate addresses become available. Eligibility/safeguards remain in the separate instruments.
Phase 2: closure, names and foreign companies
Local striking-off provisions update, excluding the already treated prescription of non-operation circumstances; name reservation/protection changes; and all foreign-company amendments are included. The printed list repeats label v for the final foreign-company item; it remains a separate twenty-fourth entry. Supporting links cover both phase commencement notifications, phase-one elaboration, subsidiary legislation, Act and selected detailed changes.
Passage documents and historical use
The final page links the Companies Bill speech and ministerial response, its fact sheet, and the Miscellaneous Amendments No. 2 speech/fact sheet. Its closing review-process line says Companies (Amendment) Act 2015 although the main document concerns 2014; the inconsistency is not used to invent another reform date. This is a historical implementation map, to be read with each substantive instrument.
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 ↗