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Dispensing with AGMs: Simplifying Corporate Compliance for Private Companies in Singapore

05 July 2024

Editor: ET


In Singapore, private companies have the option to dispense with holding Annual General Meetings (AGMs) under certain conditions. This article explores how companies can benefit from this flexibility and the steps involved in implementing this practice.

What is Dispensing with AGMs?

Dispensing with AGMs means that a private company does not need to hold annual general meetings if all members pass a resolution agreeing to this effect. This allows companies to handle AGM matters through written resolutions, which can be circulated and approved without convening a physical meeting.


How to Dispense with AGMs

  1. Member Resolution

  • All members of the company must pass a resolution to dispense with holding AGMs. This resolution can be passed at any time.

  • The resolution allows the company to handle matters typically tabled at an AGM through written resolutions.

  1. Written Resolutions

  • Companies may pass written resolutions for matters that would have been addressed at an AGM.

  • These written resolutions can be circulated in hard copy or other legible forms (such as emails), as agreed upon by the company and its members.

  • Resolutions should be included during the Annual Return filings.


Safeguards and Member Rights

Even if a company dispenses with AGMs, certain safeguards ensure that members’ rights are protected:

  1. Requesting an AGM

  • Any member can request an AGM to be held, even if the company has previously dispensed with AGMs. This request must be made no later than 14 days before the end of the sixth month after the company’s financial year-end.

  • Upon receiving such a request, the company’s directors must hold an AGM within six months after the financial year-end.

  1. Extension of Time

  • If needed, the company can apply online to the Registrar for an extension of time to hold the AGM before the end of the six months after the financial year-end.

  1. General Meetings for Financial Statements

  • If a member or auditor requests a general meeting after the private company’s financial statements are sent out, the company must hold a general meeting to lay the financial statements within 14 days of the request.

Professional Guidance

Navigating the process of dispensing with AGMs and handling written resolutions can be complex. It is advisable for companies to seek professional or legal advice to ensure that the resolutions are in the correct format and comply with legal requirements. The experts at Expede.com.sg can provide comprehensive guidance and support throughout this process.


Benefits of Dispensing with AGMs

  1. Administrative Efficiency: Reduces the need for organizing physical meetings.

  2. Cost Savings: Minimizes the costs associated with holding AGMs.

  3. Flexibility: Allows for quicker decision-making through written resolutions.

Dispensing with AGMs offers significant flexibility and efficiency for private companies in Singapore. By passing the necessary resolutions and following the appropriate procedures, companies can streamline their corporate compliance processes.


For tailored advice and assistance, contact the professionals at Expede.com.sg to ensure your company benefits from this practice while remaining compliant with all regulations.

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