The register of registrable controllers, universally shortened to the RORC, is the least understood statutory register a Singapore company keeps. It is also one of the few where the fine reaches five figures and lands on directors as well as on the company.
It records the people or entities who ultimately own or control the company, as opposed to whoever happens to appear on the share register.
The timing changed in 2025
This is the part most published guidance still has wrong.
| Company | When the register must be kept from |
|---|---|
| Incorporated on or after the appointed day under the 2024 amendments | The date of incorporation |
| Incorporated 31 March 2017 to before that day | Within 30 days of incorporation |
| Incorporated before 31 March 2017 | Within 60 days of 31 March 2017 |
The Companies and Limited Liability Partnerships (Miscellaneous Amendments) Act 2024 removed the 30-day window for new incorporations, with effect from 16 June 2025. A company incorporated now must keep the register starting on the date of incorporation.
There is no longer a month to get organised. If you incorporate on Monday, the obligation exists on Monday.
The penalty
Under section 386AF(12), where a company fails to comply, the company and every officer of the company who is in default are each guilty of an offence and each liable on conviction to a fine not exceeding $25,000.
Note the two features. It is each, not shared. And it reaches officers personally, which for most small companies means the directors.
Many guides still quote a much lower figure. The current figure is $25,000.
The register is not public
Under section 386AF(11), a company must not disclose the register, or any particulars in it, to any member of the public, subject to the enforcement powers in section 386AM.
This surprises people in both directions. Owners fear their holdings are being published; they are not. And people trying to research a counterparty assume they can inspect it; they cannot.
The information is separately lodged with ACRA’s central register of controllers, which is accessible to public agencies rather than to the public.
Who counts as a controller
Broadly, someone with a significant interest in or significant control over the company. In the ordinary case that means holding more than 25% of the shares or voting rights, or the right to appoint or remove a majority of the directors, or otherwise exercising significant influence or control.
Two situations catch companies out.
Control that does not follow the shares. Someone who controls the company through an agreement, a chain of holding companies, or the right to appoint the board can be a controller while holding no shares directly.
Nominee arrangements. Where shares are held for someone else, the register has to reflect the person behind them. That is the entire purpose of the register, and a nominee arrangement that is not disclosed is the thing the regime exists to catch. See nominee directors and shareholders.
If it is not obvious who your controllers are, that is a reason to take advice rather than to guess.
The duties are ongoing, and they run both ways
The Act imposes a set of connected obligations:
On the company: to investigate and obtain the information, to keep it up to date, to correct it, and to take reasonable steps to ensure the register stays accurate.
On the controller: to provide the information, and to notify changes. The duty sits on the individual as well as on the company, which people rarely realise.
A register created once at incorporation and never touched is not compliance. The obligation is continuing.
Registers of nominee directors and nominee shareholders
The 2024 amendments also introduced registers of nominee directors and nominee shareholders, with corresponding central registers at ACRA. If your company has either, they are separate obligations with their own requirements, and they are new enough that a great many companies have not addressed them.
What to actually do
Identify the controllers properly, following the ownership and control up through any holding structure rather than stopping at the immediate shareholder.
Ask, in writing. The company’s duty is to investigate and obtain, and a written request is the evidence that it did.
Keep it where it is required to be kept, at the registered office or with a registered filing agent, and make sure whoever holds it knows they hold it.
Review it when anything changes, including changes further up a corporate chain that do not touch the Singapore share register at all.
Check it before a transaction. Due diligence on any financing or sale will reach the RORC, and a register that has not been maintained is a poor thing to discover in the middle of one.
Where this sits
We maintain the RORC and the other statutory registers as part of corporate secretarial services. The obligation begins at company registration, on the day the company is incorporated, and it is the sort of thing that costs nothing to do properly and a good deal to repair.