Understanding the CSP and CLLPMA Bills: New Compliance Obligations for Singapore Companies

What the New Bills Mean for Your Business?

The Corporate Service Providers (CSP) Bill and the Companies and Limited Liability Partnerships (Miscellaneous Amendments) (CLLPMA) Bill, passed in July 2024, introduce major changes aimed at enhancing the regulation of corporate service providers (CSPs) in Singapore.

The requirements under these bills have come into effect on 9 June 2025.While CSPs are the primary focus of these Bills, the implications will be felt by all businesses that rely on CSPs for compliance, administration, and governance support.

Key provisions of CSP Bill:

1. Mandatory Registration

All entities providing corporate services in or from Singapore must register with ACRA, regardless of whether they file transactions with ACRA or serve clients based overseas.

2. AML/CFT/CPF Compliance

CSPs are required to adhere to obligations relating to anti-money laundering (AML), countering the financing of terrorism (CFT), and countering the proliferation of weapons of mass destruction (CPF).

3. Penalties for Non-Compliance

Breaches of AML/CFT/CPF obligations can result in fines of up to S$100,000 per offence for both CSPs and their senior management.

4. Regulation of Nominee Directors

Individuals are prohibited from acting as nominee directors by way of business unless their appointments are arranged by registered CSPs who have assessed them to be fit and proper.

Key provisions of CLLPMA Bill:

1. Disclosure Requirement

Companies must disclose to ACRA the nominee status of their nominee directors/nominee shareholders, including information of their nominators. The nominee status will be made publicly available.

2. Increased Penalties

Penalties for offences related to registers of registrable controllers, nominee directors and nominee shareholders have been increased from S$5,000 to S$25,000 to ensure compliance.

Key Impacts to Clients (Businesses):

1. Higher Compliance Expectations

Businesses must meet stricter documentation and verification requirements through their CSPs, especially around Know Your Customer (KYC) and Customer Due Diligence (CDD) protocols.
Companies should be prepared for more frequent and rigorous identity checks and ongoing client monitoring.

2. Increased Scrutiny on Nominee Roles

Companies using nominee directors or shareholders must ensure these individuals are properly disclosed and assessed.
CSPs must assess nominees as ‘fit and proper’ before facilitating their appointment as directors.
Once nominee directors are appointed, companies are responsible for ensuring they remain ‘fit and proper’.

3. Mandatory Registers and Filing with ACRA

Companies and LLPs must maintain up to date:
- Register of Registrable Controllers (RORC)
- Register of Nominee Directors
- Register of Nominee Shareholders
Companies and LLPs must lodge the information of the registrable controllers with ACRA.
For Nominee Directors/Nominee Shareholders, companies must lodge the information of their nominators with ACRA.

4. Operational Adjustments

Businesses may need to review and update internal processes to align with new record-keeping and reporting obligations.
Collaborating closely with CSPs will be essential to remain compliant and avoid regulatory breaches.

5. Risk Mitigation & Stakeholder Trust

Engaging a well-qualified CSP helps businesses reduce exposure to legal, financial, and reputational risks.
Strong compliance practices also enhance stakeholder confidence in a company’s governance and operations.

What Businesses Should Do Now:

1. Ensure Compliance with New Disclosure Rules

Verify that nominee directors and shareholders are properly disclosed and assessed.
Work with your CSP to maintain statutory registers and submit accurate, timely filings to ACRA.

2. Strengthen Internal Processes

Update internal compliance and governance workflows to reflect new obligations.
Ensure directors and stakeholders understand their duties under the new regime.

3. Choose CSPs with Strong Expertise

Select CSPs with:
- Proven track records
- Robust AML/KYC processes
- Professional governance support

4. Engage Governance Support

Leverage your CSP’s expertise in navigating regulatory complexities.
Seek corporate governance advice to future-proof your business.

How CorpServe Can Help

As advisors to Boards and Shareholders, CorpServe combines deep expertise, technology, and a professional team to help businesses comply with the new CSP and CLLPMA Bills. From maintaining registers to offering corporate secretarial and governance advice, we provide tailored support to ensure regulatory compliance and strong corporate governance.

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Understanding the CSP and CLLPMA Bills: New Compliance Obligations for Singapore Companies

What the New Bills Mean for Your Business?

Key provisions of CSP Bill:

1. Mandatory Registration

2. AML/CFT/CPF Compliance

3. Penalties for Non-Compliance

4. Regulation of Nominee Directors

Key provisions of CLLPMA Bill:

1. Disclosure Requirement

2. Increased Penalties

Key Impacts to Clients (Businesses):

1. Higher Compliance Expectations

2. Increased Scrutiny on Nominee Roles

3. Mandatory Registers and Filing with ACRA

4. Operational Adjustments

5. Risk Mitigation & Stakeholder Trust

What Businesses Should Do Now:

1. Ensure Compliance with New Disclosure Rules

2. Strengthen Internal Processes

3. Choose CSPs with Strong Expertise

4. Engage Governance Support

How CorpServe Can Help

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