Effective dates and the additional month for insolvent EPCs
Issued on 16 May 2020 following consultation from November 2018 to January 2019, the direction superseded Practice Direction 1 of 2014. Revised filing was mandatory from 1 January 2021 and voluntary from 16 May to 31 December 2020, inclusive. Earlier filings could follow the existing requirements. Insolvent exempt private companies (EPCs) received an additional month to file annual returns submitted from 16 May 2020 to 31 December 2021, inclusive, because the number of financial elements they had to submit increased. This was a historical transitional concession rather than a permanent extension.
Four templates and seven company categories
The Full XBRL template reduced the required elements by approximately 50%, to about 210 covering primary financial statements and selected notes. Simplified XBRL replaced General Financial Statement Highlights (General FSH), with about 120 elements covering complete statements of financial performance and position. The bank and insurance templates each retained approximately 80 elements with minimal changes. Category 1, general Singapore companies, and category 2, insolvent EPCs, could use Simplified XBRL together with a director-authorised PDF only if they were both smaller and non-publicly accountable; otherwise Full XBRL was required. Category 3, solvent EPCs, did not have to file financial statements, but could voluntarily submit a PDF or XBRL; the same size and accountability tests governed the XBRL format. Category 4, banking, finance and insurance companies regulated by MAS, used the applicable Bank or Insurance FSH template together with a PDF. Category 5, companies using standards other than Singapore-prescribed standards or IFRS, moved to PDF-only submission. Category 6, companies limited by guarantee, and category 7, Singapore branches of foreign companies, remained PDF-only. Under the previous requirements, insolvent EPCs could choose General FSH with a PDF or Full XBRL.
The smaller-company test requires both S$500,000 thresholds
Current-year revenue and total assets must each be no more than S$500,000. The figures come from the required financial statements, using consolidated statements where there is control, joint control or significant influence unless consolidation is exempted under the accounting standards or by ACRA. Financial years of different lengths are not prorated. Revenue denominated in a foreign currency is converted using annual average exchange rates, while assets use the closing rate. This filing test is separate from the audit exemption for small companies, which uses a two-out-of-three test.
Companies excluded by public accountability
The definition excludes companies listed in Singapore, companies issuing debt or equity traded on an exchange, and companies listed outside Singapore. It also excludes nine financial categories: (1) licensed banks, institutions approved under section 28 of the MAS Act, designated payment-system operators and settlement institutions, standard or major payment licence holders and finance companies; (2) insurers, foreign insurers under the Lloyd’s Asia scheme and insurance brokers; (3) approved holding companies, exchanges and clearing houses, and recognised market operators and clearing houses; (4) capital markets services licensees, financial advisers, registered fund managers, trust companies and approved trustees for collective investment schemes; (5) trade repositories and authorised or exempt benchmark administrators; (6) central depository operators; (7) trustee-managers of listed business trusts; (8) designated financial holding companies; and (9) licensed credit bureaus. The last two exclusions depended on commencement of their legislation. A separate bank footnote anticipated inclusion of merchant banks when section 24 of the relevant 2020 amendment commenced.
Solvency, directors’ responsibilities and correcting errors
A solvent EPC is able to pay its liabilities as they fall due, under regulation 36(1)(c)(i). Accumulated losses or net current liabilities do not by themselves settle that question; the financial-statement preparation basis, audit report and directors’ statement must be considered. Directors remain responsible for accurate XBRL information, competent preparers with accounting and taxonomy knowledge, and review before the annual return is filed. An error is corrected through a Notice of Error with corrected XBRL information. The correction must follow the requirements applicable to the original filing, rather than automatically switching to the latest template.
Software changes announced in 2020
Online submission through the BizFinx portal was scheduled to end by September 2020. Offline preparation remained available, with validation and upload functions in the preparation and multi-upload tools so that a separate portal visit and CorpPass login would not be needed. ACRA was also working with accounting-software providers on direct annual-return and Simplified XBRL filing. These were historical workflow announcements; they do not establish the features available in every current software product.
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 ↗