Accounting Solutions Singapore Editorial Team · Published 1 April 2026 · Updated 17 October 2026
Every Singapore company has two yearly obligations to ACRA: hold an annual general meeting (AGM), or send financial statements to members instead, and file an annual return. Each has its own deadline and its own penalties, and a late filing on one often becomes a late filing on the other. This post sets out the deadlines, what happens if you miss them, how to ask for more time, and what it can mean for directors.
At a glance
| Topic | Rule |
|---|---|
| Annual return, non-listed company | Within 7 months after the financial year end (FYE) |
| Annual return, listed company | Within 5 months after FYE |
| AGM, non-listed company | Within 6 months after FYE |
| AGM, listed company | Within 4 months after FYE |
| Private company alternative to an AGM | Send financial statements to all members within 5 months after FYE |
| Late annual return penalty | S$300 if up to 3 months late, S$600 if more than 3 months late |
| Late AGM | Composition sum of at least S$500 per breach, if ACRA offers one |
| Extension of time (EOT) | S$200, non-refundable, up to 60 days. Apply before the deadline |
The deadlines
All deadlines run from the financial year end, not from the date the company was incorporated. A company with a 31 December year end has a 31 July annual return deadline in the following year, and a 30 June AGM deadline.
A dormant company still files an annual return, and files a tax return unless IRAS has granted a waiver. ACRA also lists a different annual return period for some companies with a share register or branch register kept overseas, so check its page if that applies to you.
An example (for illustration only)
ABC Pte Ltd is a private company with a 31 March 2026 year end.
| Obligation | Deadline |
|---|---|
| Send financial statements to members, instead of an AGM | 31 August 2026 |
| Hold the AGM, if it is holding one | 30 September 2026 |
| File the annual return | 31 October 2026 |
Suppose it files the annual return on 15 January 2027, which is within three months of the deadline. The lodgment penalty is S$300. If it files on 20 February 2027, which is more than three months late, the penalty is S$600. If it also held no AGM, ACRA may separately offer a composition sum of at least S$500 for that breach, so a company late on both should expect at least S$1,000 in composition sums if ACRA offers them.
What ACRA can do
| Action | What happens |
|---|---|
| Lodgment penalty | S$300 or S$600, applied automatically on Bizfile when the late return is submitted |
| Composition sum | ACRA may offer one instead of prosecution. In its example, a late AGM and a late annual return each carried a composition sum of at least S$500 |
| Prosecution | If a composition is not accepted, or there are repeated or serious breaches, ACRA may prosecute the company and its directors |
| Fine on conviction | Up to S$10,000 per charge for a late annual return, and up to S$5,000 per charge for not holding an AGM on time, and a default penalty may also apply |
| Court attendance | A director must attend court. If a director fails to attend, a warrant for their arrest is issued |
Each late annual return can lead to its own penalties and enforcement action, so paying the lodgment penalty does not necessarily close the matter.
What it can mean for a director
- Disqualification. A director convicted of three or more filing offences in five years faces a five-year disqualification under sections 155 and 155A of the Companies Act.
- Strike-off disqualification. A director of three or more companies struck off by ACRA within five years faces a three-year disqualification the first time, and five years for a repeat.
- Debarment. A director who fails to lodge required documents for three months or more continuously can be debarred. A debarred person cannot take up new appointments as a director or company secretary.
Asking for more time
You can apply for an extension of time before the deadline passes. ACRA’s rules for both the annual return and the AGM are the same in outline:
- Fee: S$200, non-refundable even if the application is withdrawn, rejected or appealed.
- Length: up to 60 days.
- Timing: apply at least 14 working days before the deadline. ACRA does not accept online applications once the deadline has passed. Processing takes up to 14 working days.
- How: through Bizfile, under Manage, then Apply for extension of time. A company secretary, a director or a corporate service provider can file it. Choose the AGM extension (section 175), the annual return extension (section 197), or both.
- What to prepare: the UEN, the FYE date and a reason, with supporting documents such as a director’s letter, or correspondence from your auditor.
- A second extension: ACRA is unlikely to grant one without strong supporting reasons.
An AGM extension does not extend the annual return deadline, and the reverse. Apply for each one you need.
Striking off for missed filings
ACRA can start a strike-off under section 344(1) of the Companies Act if it considers a company is not carrying on business, often after annual returns go unfiled. ACRA writes to the company, and the company can object. The window to object is 30 days for letters issued before 20 October 2026 and 15 days for letters issued on or after that date. If you have a strike-off letter, act quickly and speak to your company secretary. We cover the process in our post on common mistakes when striking off a company, and our strike-off page explains what we do.
If you are already late
- File the annual return now. Every extra day risks moving it into the S$600 tier once it passes three months.
- Check the AGM. If you did not hold one and did not send financial statements to members in time, that is a separate breach.
- Consider an appeal. ACRA has a late filing appeal form. Review takes about four weeks, and you must still attend any court dates while it is under review. A reduction is not guaranteed.
- Keep the records. A short note of why the filing was late helps if ACRA writes to you.
Questions we get asked
Does the AGM extension also extend the annual return? No. They are separate applications with separate fees.
Does a dormant company have to file an annual return? Yes.
Is the lodgment penalty the end of it? Not necessarily. ACRA can also offer a composition sum or prosecute, particularly for repeated or multiple breaches.
Can a private company skip the AGM? Yes, if it sends financial statements to all members within five months after the year end.
What should I do first if I get a letter from ACRA? Read the deadline it sets, gather the records it asks about, and contact your company secretary. Do not ignore a summons, because ACRA can proceed in your absence.
For how we manage a company’s yearly filings, see our company secretarial page.
Sources
- ACRA, Deadline and requirements for annual returns
- ACRA, Penalties and enforcement action: late annual return filing
- ACRA, Penalties and enforcement action: not holding an AGM
- ACRA, Due dates and requirements for AGMs
- ACRA, Applying for an extension of time to file annual returns
- ACRA, Applying for an extension of time to hold an AGM
This is general information, not professional advice for your specific situation. Penalties and deadlines can change, so confirm them on ACRA’s website before relying on them.
