Understanding Your Company's Statutory Registers Statutory registers don’t get much attention. They sit quietly in the background, rarely discussed unless someone asks for them. But when they’re missing, outdated, or wrong, problems surface quickly. Banks pause. Auditors ask questions. Regulators take in terest. Every company in Singapore is required to maintain certain statutory registers. These aren’t optional records or internal notes. They are legal documents that reflect the company’s structure, ownership, and control at any given time. Understanding what the y are, why they matter, and how to keep them updated saves a lot of trouble later. What are statutory registers, really? Statutory registers are official records that companies must maintain under the Companies Act. They capture key information about the company, such as who owns it, who runs it, and who controls it. Think of them as the company’s legal memory. They show how the company has changed over time. Who became a director. When shares were issued or transferred. Who has significant control. These records must be accurate and kept up to date. If they don’t match reality, the company is exposed. Why they matter more than you think Many directors assume statutory registers are just compliance paperwork. They’re not. These registers are often the first documents reviewed during audits, financing, or due diligence. Banks rely on them to confirm authority. Investors use them to verify ownership. Regulators use them to assess compliance. If there’s a mismatch between what the company claims and what the registers show, trust erodes quickly. Fixing errors after the fact takes time and invites scrutiny. Clean registers signal that the company is well run. The main statutory registers every company must keep Most Singapore companies are required to maintain several core registers. Each serves a different purpose, but together they provide a complete picture of the company. • The register of members records shareholders and their shareholdings. It shows who owns the company and how ownership has changed. This register must be updated whenever shares are issued, transferred, or cancelled. • The register of directors records who sits on the board and when appointments or resignations occurred. It confirms who has legal responsibility for the company at any point in time. • The register of secretaries records the appointment and resignation of the company secretary. This matters because every company must have a properly appointed secretary. • The register of charges records any security interests over the company’s assets. Banks often check this before lending. • The register of registrable controllers records individuals or entities that have significant control over the company. This is a critical compliance requirement and often the most misunderstood. The register of members: more than a shareholder list The register of members is not just a contact list. It is the definitive record of ownership. If there’s a dispute about who owns shares, this register is central evidence. Share certificates, agreements, and emails matter, but the register carries legal weight. Problems arise when share transfers happen informally. Someone “agrees” to transfer shares, but the register is never updated. Years later, during a sale or dispute, the records don’t align with expectations. This register should always reflect the current position. No exceptions. Directors and secretaries: accuracy matters The registers of directors and secretaries show who is legally responsible for the company at different points in time. This matters for contracts, filings, and liability. Late updates are common. A director resigns, but the register isn’t updated. A new director starts acting before the appointment is properly recorded. These gaps can create real issues. Banks may refuse to accept resolutions. Authorities may question filings. Liability can become unclear. Updates should be done promptly, not when someone remembers. The register of registrable controllers: where many companies struggle This register tracks individuals or entities with significant control over the company. It exists to improve transparency and prevent misuse of corporate structures. Control isn’t just about shareholding. It can also come from voting rights, the ability to appoint directors, or influence over decisions. Many companies get this wrong because they assume only majority shareholders count. That’s not always true. This register must be kept current and made available to authorities upon request. Errors or omissions here attract serious attention. Where registers must be kept Statutory registers must be kept at the company’s registered office or with an appointed service provider. They must be accessible for inspection when required. Keeping them scattered across emails, spreadsheets, or personal folders isn’t acceptable. Consolidation matters. This is one reason companies rely on secretarial services. Centralised records reduce risk and confusion. Common mistakes companies make Most issues aren’t intentional. They come from informal habits. Share transfers are agreed but not recorded. Board decisions are made but not minuted. Changes are filed late. Registers are updated only when someone asks for them. Another common mistake is assuming filings with authorities automatically update registers. They don’t. Filing and recordkeeping are related but separate tasks. Registers require deliberate maintenance. Who is responsible? Ultimately, directors are responsible for ensuring statutory registers are accurate and compliant. That responsibility doesn’t disappear if tasks are delegated. In practice, directors often rely on company secretaries or external secretarial services to manage this work. That’s sensible. But reliance doesn’t remove accountability. Directors should understand what registers exist and ensure someone competent is maintaining them. How secretarial services help in practice Maintaining statutory registers isn’t complex, but it is precise. Dates matter. Formats matter. Consistency matters. Secretarial services handle this as part of their core role. They update registers when changes occur, ensure filings and records align, and keep documents organised. They also act as a reminder system. Deadlines are tracked. Changes aren’t forgotten. Records stay current even when the business is busy. For many companies, this isn’t about outsourcing responsibility. It’s about ensuring reliability. When problems usually surface Issues with statutory registers often surface at the worst time. During a financing. A sale. An audit. A regulatory review. That’s when missing records delay transactions and weaken negotiating positions. What could have been a routine review turns into a clean - up exercise. Maintaining registers properly avoids these fire drills. How often should registers be reviewed? Registers should be updated whenever changes occur. Beyond that, periodic reviews help catch issues early. An annual review alongside the filing of annual returns is a good minimum. For active companies, more frequent checks make sense. The goal isn’t perfection. It’s accuracy. Final thoughts Statutory registers aren’t exciting. They don’t drive revenue or growth. But they underpin everything else. They show who owns the company, who controls it, and who is responsible. When they’re accurate, business moves smoothly. When they’re not, friction appears quickly. Understanding your company’s statutory registers helps you ask the right questions and spot gaps early. Using company secretarial services to maintain them adds consistency and discipline. In the end, good register management is quiet work. That’s exactly the point.