Approval of accounting corporations
17.—(1) A public accountant who wishes to have a company or proposed company approved as an accounting corporation may apply to the Oversight Committee for approval of —(a)
the company as an accounting corporation; and
(b)
the name or proposed name of the accounting corporation.
(2) An application under subsection (1) must be made in accordance with the prescribed requirements and must be accompanied by the prescribed fee.
(3) Subject to subsection (4) and any other provisions of this Act, the Oversight Committee may, on receiving an application made under this section, approve the company or proposed company concerned as an accounting corporation if and only if —(a)
one of the primary objects of the company or proposed company is to provide public accountancy services;
(b)
the share capital of the company or proposed company that is paid up or to be paid up is at least $50,000 or any other sum that may be prescribed;
(c)
the constitution of the company or proposed company provide that —(i)
at least two-thirds, or any other proportion that may be prescribed, of the directors (including the chairperson) must be public accountants, or —(A)
if the company or proposed company has only one director, that that director must be a public accountant; or
(B)
if the company or proposed company has only 2 directors, that one of those directors must be a public accountant;
(ii)
at least two‑thirds, or any other proportion that may be prescribed, of the voting shares of the company or proposed company must be owned by corporate practitioners; and
(iii)
only individuals may own any shares of the company or proposed company;[Act 24 of 2025 wef 06/05/2026]
(d)
the business of the company or proposed company, so far as it relates to the provision of public accountancy services in Singapore, will be under the control and management of one or more directors of the company who are public accountants ordinarily resident in Singapore; and
(e)
the company or proposed company is or will be covered by professional indemnity insurance in accordance with section 28 and the prescribed requirements, if any.[11/2006]
[Act 24 of 2025 wef 06/05/2026]
(4) If the Oversight Committee grants its approval for a proposed company to be an accounting corporation, the approval is not to take effect until the company is formed and registered under the Companies Act 1967.
Approval of accounting firms
18.—(1) A public accountant who wishes to have a firm or proposed firm approved as an accounting firm may apply to the Oversight Committee for approval of —(a)
the firm as an accounting firm; and
(b)
the name or proposed name of the accounting firm.
(2) An application under subsection (1) must be made in accordance with the prescribed requirements and must be accompanied by the prescribed fee.
(3) The Oversight Committee may, on receiving an application made under this section, approve the firm or proposed firm concerned as an accounting firm if and only if —(a)
one of the primary objects of the firm or proposed firm is to provide public accountancy services;
(b)
at least two-thirds, or any other proportion that may be prescribed, of the partners are public accountants, or if the partnership has only 2 partners, one of those partners is a public accountant; and
(c)
the business of the partnership, so far as it relates to the supply of public accountancy services in Singapore, will be under the control and management of one or more partners who are public accountants ordinarily resident in Singapore.[11/2006]
Approval of accounting LLPs
18A.—(1) A public accountant who wishes to have a limited liability partnership or proposed limited liability partnership approved as an accounting LLP may apply to the Oversight Committee for the approval of —(a)
the limited liability partnership as an accounting LLP; and
(b)
the name or proposed name of the accounting LLP.[11/2006]
(2) An application under subsection (1) must be made in accordance with the prescribed requirements and must be accompanied by the prescribed fee.[11/2006]
(3) The Oversight Committee may, on receiving an application made under this section, approve the limited liability partnership or proposed limited liability partnership concerned as an accounting LLP if and only if —(a)
one of the primary objects of the limited liability partnership or proposed limited liability partnership is to provide public accountancy services;
(b)
the capital of the limited liability partnership or proposed limited liability partnership that is paid up or to be paid up is at least $50,000 or any other sum that may be prescribed;
(c)
at least two-thirds, or any other proportion that may be prescribed, of the partners are public accountants, or if the partnership has only 2 partners, one of those partners is a public accountant;
(d)
the accounting LLP or proposed accounting LLP is or will be covered by professional indemnity insurance in accordance with section 28 and the prescribed requirements, if any; and[Act 24 of 2025 wef 06/05/2026]
(e)
the business of the accounting LLP, so far as it relates to the supply of public accountancy services in Singapore, will be under the control and management of one or more partners who are public accountants ordinarily resident in Singapore.[11/2006]
Name of accounting corporation, accounting firm or accounting LLP
19.—(1) The Oversight Committee must not approve the name or proposed name, or any proposed change in the name, of an accounting corporation, accounting firm or accounting LLP if it is of the opinion that the name or proposed name —(a)
is undesirable; or
(b)
is a name of a kind that the Authority has directed the Oversight Committee not to accept for registration.[11/2006]
(2) Despite section 27 of the Companies Act 1967, an accounting corporation which is a limited company need not have the word “Limited” or “Berhad” as part of its name and an accounting corporation which is a private company need not have the word “Private” or “Sendirian” as part of its name.
(3) Every accounting corporation must have either the words “Public Accounting Corporation” as part of its name or the acronym “PAC” at the end of its name, and a person, firm or company other than an approved accounting corporation must not have such words or acronym as part of or at the end of its name, as the case may be.
(4) The name of an accounting corporation, accounting firm or accounting LLP must not be changed without the prior written approval of the Oversight Committee.[11/2006]
(5) Despite anything in this section, section 27 of the Companies Act 1967 or section 23 of the Limited Liability Partnerships Act 2005, where the Oversight Committee is satisfied that the name of an accounting corporation, accounting firm or accounting LLP has been approved (whether through inadvertence or otherwise and whether originally or by change of name) in contravention of subsection (1), the Oversight Committee may direct the accounting corporation, accounting firm or accounting LLP to change its name.[11/2006]
(6) The accounting corporation, accounting firm or accounting LLP must comply with the direction of the Oversight Committee under subsection (5) within 6 weeks after the date of the direction or any longer period that the Oversight Committee may allow unless the direction is annulled by the Minister.[11/2006]
Right of appeal against decision of Oversight Committee
20.—(1) An applicant for approval by the Oversight Committee of —(a)
a company or proposed company as an accounting corporation;
(b)
a firm or proposed firm as an accounting firm;
(c)
a limited liability partnership or proposed limited liability partnership as an accounting LLP; or
(d)
the name or a change in the name of an accounting corporation, accounting firm or accounting LLP,
may, within 30 days after the Oversight Committee’s decision under section 17, 18, 18A or 19 (as the case may be) is communicated to the applicant, appeal to the Minister against the decision of the Oversight Committee.
[11/2006]
(2) An applicant making an appeal under subsection (1) must comply with the prescribed requirements relating to such an appeal.
(3) On the hearing of an appeal, the Minister may —(a)
confirm the decision of the Oversight Committee; or
(b)
direct the Oversight Committee to grant the application for approval, either unconditionally or subject to conditions specified by the Minister,
and may make such order as to the payment of costs by the Authority or by the applicant as the Minister thinks fit.
(4) The decision of the Minister on appeal under subsection (3) is final.
Notification of approval and record in Register
21. Where the Oversight Committee has approved a company, a firm or a limited liability partnership as an accounting corporation, an accounting firm or an accounting LLP under this Part, the Registrar must —(a)
notify the accounting corporation, accounting firm or accounting LLP of the approval; and
(b)
record the name and relevant particulars of the accounting corporation, accounting firm or accounting LLP in the Register of Public Accounting Corporations, the Register of Public Accounting Firms or the Register of Public Accounting Limited Liability Partnerships, as appropriate.[11/2006]
Duty to report change in particulars
22.—(1) A public accountant must notify the Registrar of any change in the name or relevant particulars, as recorded in the Register of Public Accounting Corporations, the Register of Public Accounting Firms or the Register of Public Accounting Limited Liability Partnerships (as the case may be) of the accounting corporation, accounting firm or accounting LLP in which he or she is practising.[11/2006]
(2) Any notification under subsection (1) must be given within 14 days after the change and in such manner as the Oversight Committee may require.[Act 24 of 2025 wef 06/05/2026]
(3) Any person who, without reasonable excuse, fails to comply with this section shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $1,000.
Effect of company becoming accounting corporation
23.—(1) An accounting corporation is authorised to do anything that a public accountant can do by law and is required to do all that a public accountant is required to do by law in respect of the provision of public accountancy services by that accounting corporation.[11/2006]
(2) Subsection (1) does not apply to the doing of anything that can only be done by a public accountant as an individual.
(3) A public accountant who provides public accountancy services as a director or an employee of an accounting corporation is subject to the same standards of professional conduct and competence in respect of such services as if he or she were personally providing the public accountancy services as a public accountant in an accounting firm.
(4) The mere fact that a public accountant personally provides public accountancy services as a director or an employee of an accounting corporation shall not affect the personal liability of that public accountant at law.
Effect of becoming accounting LLP
23A.—(1) An accounting LLP is authorised to do anything that a public accountant can do by law and is required to do all that a public accountant is required to do by law in respect of the provision of public accountancy services by that accounting LLP.[11/2006]
(2) Subsection (1) does not apply to the doing of anything that can only be done by a public accountant as an individual.[11/2006]
(3) A public accountant who provides public accountancy services as a partner or an employee of an accounting LLP is subject to the same standards of professional conduct and competence in respect of such services as if he or she were personally providing the public accountancy services as a public accountant in an accounting firm.[11/2006]
(4) The mere fact that a public accountant personally provides public accountancy services as a partner or an employee of an accounting LLP shall not affect the personal liability of that public accountant at law.[11/2006]
Relationship between client and accounting corporation or accounting LLP
24. An accounting corporation and an accounting LLP have the same rights and are subject to the same fiduciary, confidential and ethical requirements with respect to each client of the accounting corporation or accounting LLP (as the case may be) in respect of the provision of public accountancy services that exist at law with respect to a public accountant and his or her client.[11/2006]
Professional misconduct
25.—(1) An act or omission of a public accountant may constitute improper or dishonourable conduct in the discharge of his or her professional duty even though it is only done or occurs while the public accountant provides public accountancy services through an accounting corporation, an accounting firm or an accounting LLP.[11/2006]
(2) The directors of an accounting corporation or the partners of an accounting firm or an accounting LLP who are public accountants shall be jointly liable to disciplinary proceedings under this Act if the business of the accounting corporation, accounting firm or accounting LLP is conducted in a manner which would warrant disciplinary proceedings against it and where such conduct cannot be attributed to the act or omission of any particular public accountant or public accountants.[11/2006]
Requirements relating to constitution, and annual reports, of accounting corporations
26.—(1) The constitution of an accounting corporation must at all times comply with all the requirements specified in section 17(3)(a) and (c) and the rules relating thereto.[11/2006]
[Act 24 of 2025 wef 06/05/2026]
(2) An accounting corporation must, within 14 days after the occurrence of —(a)
any amendment to its constitution;[Act 24 of 2025 wef 06/05/2026]
(b)
any change in the composition of its board of directors who are public accountants;
(c)
any change in the proportion of its voting shares owned by corporate practitioners; or
(d)
any change in the number of its corporate practitioners,
provide the Registrar with a true report in writing giving full particulars of the amendment or change.
[Act 24 of 2025 wef 06/05/2026]
(3) In addition to the requirements in subsection (2), every accounting corporation must in every year, not later than a date specified by the Oversight Committee, send to the Registrar an annual report relating to the accounting corporation in such form as the Oversight Committee may require.[Act 24 of 2025 wef 06/05/2026]
Shares of accounting corporation
27.—(1) Subject to the provisions of this Act, the voting shares in an accounting corporation must at all times be owned by corporate practitioners in the proportions referred to in section 17(3)(c)(ii) and must comply with the prescribed requirements.
(2) The share capital of an accounting corporation which is paid up must at all times be at least a sum of $50,000 or any other sum that may be prescribed.
(3) No share in an accounting corporation may be held by a person as nominee for another person and no security may be created over any share in an accounting corporation.
(4) Any purchase or acquisition of a share of an accounting corporation, and any security created over any such share, in contravention of subsection (3) is null and void.
(5) A public accountant whose registration is cancelled under Part 5, 5A or 6 must not —(a)
hold any shares in any accounting corporation; or
(b)
directly or indirectly, take part or be concerned in the management or practice of any accounting corporation without the permission of the Oversight Committee,
unless and until he or she is subsequently reinstated as a registered public accountant.
[Act 32 of 2022 wef 01/07/2023]
(6) A public accountant whose registration is suspended under Part 5, 5A or 6 must not, during the period of suspension —(a)
exercise any voting rights attached to his or her shares in any accounting corporation; or
(b)
take part or be concerned in the management or practice of any accounting corporation without the permission of the Oversight Committee.[Act 32 of 2022 wef 01/07/2023]
(7) Despite subsections (1) and (5), where any individual who is a member of an accounting corporation by virtue of being a corporate practitioner has, for any reason other than those mentioned in subsection (8), ceased to be —(a)
a public accountant; or
(b)
a director or an employee of the accounting corporation,
the Oversight Committee may, upon an application made by that individual or by the accounting corporation concerned, grant him or her a grace period of not more than 2 years to transfer his or her voting shares in the accounting corporation.
(8) Despite subsection (1), where any individual who is a member of an accounting corporation by virtue of being a corporate practitioner has, by reason of death, bankruptcy or incapacity due to mental or physical disability —(a)
ceased to be a public accountant; or
(b)
ceased to be a director or an employee of the accounting corporation,
the Oversight Committee may, upon the application of the accounting corporation concerned, allow the administrator or executor of that individual’s estate, the trustee in bankruptcy or the committee of that estate (as the case may be) to hold the individual’s voting shares in the accounting corporation for a grace period.
(9) The grace period mentioned in subsection (8) is a period not exceeding 2 years starting —(a)
in the case of death, from the date the administrator or executor is appointed by the court;
(b)
in the case of bankruptcy, from the date the individual is adjudged a bankrupt; or
(c)
in the case of incapacity by reason of mental or physical disability, from the date the individual becomes incapable to act.
(10) The person or persons who are allowed under subsections (7) and (8), respectively, a grace period to transfer or hold voting shares in an accounting corporation are treated as corporate practitioners for the purposes of computing the proportion of any voting shares in the accounting corporation which is required by section 17(3)(c)(ii) to be owned by corporate practitioners.
(11) The person or persons who are allowed under subsections (7) and (8), respectively, a grace period to transfer or hold voting shares in an accounting corporation must not during the grace period exercise any voting rights attached to the person’s or persons’ voting shares in the accounting corporation or take part or be concerned in the management or practice of the accounting corporation.
Professional indemnity insurance
28.—(1) Every accounting corporation and every accounting LLP registered under this Act must be covered by professional indemnity insurance of at least one of the following amounts, whichever is the highest:(a)
$1 million;
(b)
a sum equal to the total of $500,000 for every corporate practitioner in the accounting corporation or accounting LLP;
(c)
where applicable, a sum equal to two and a half times the gross income of the accounting corporation or accounting LLP in the last completed financial year of the accounting corporation or accounting LLP subject to a maximum sum of $50 million.[11/2006]
(2) The Authority may, by rules, vary the amount of coverage under a professional indemnity insurance required by subsection (1).
Management of accounting corporation
29.—(1) Only members of an accounting corporation may be appointed as directors of the accounting corporation.
(2) The business of an accounting corporation, so far as it relates to the provision of public accountancy services, must be under the control and management of one or more directors who are public accountants.
(3) Where, for any reason, the office of director required to be held by a public accountant under section 17(3)(c)(i) is vacated, the accounting corporation must, as soon as practicable but no later than one month after the date of vacation of office, appoint another public accountant to fill the vacancy.
(4) The directors of an accounting corporation must ensure that every invoice or official correspondence of the accounting corporation bears the statement that it is incorporated with limited liability.
Application of Companies Act 1967 and other written laws to accounting corporations
30.—(1) Nothing in this Part, with the exception of section 19(2), affects the operation of the Companies Act 1967 in relation to its application to a company that is an accounting corporation.
(2) An accounting corporation is, notwithstanding that the shares in the accounting corporation are held by more than 20 members, deemed to be an exempt private company for the purposes of the Companies Act 1967.
(3) An accounting corporation is not treated for the purposes of the Companies Act 1967 as a public company merely because it has more than 50 members.
(4) Such provisions of any written law having effect in relation to public accountants or accounting firms as may be prescribed, have effect in relation to accounting corporations with such prescribed modifications as may be necessary or expedient; and such provisions are to be construed accordingly.
Application of Limited Liability Partnerships Act 2005 and other written laws to accounting LLPs
30A.—(1) Nothing in this Part affects the operation of the Limited Liability Partnerships Act 2005 in relation to its application to a limited liability partnership that is an accounting LLP.[11/2006]
(2) Such provisions of any written law having effect in relation to public accountants or accounting firms as may be prescribed, have effect in relation to accounting LLPs with such prescribed modifications as may be necessary or expedient; and such provisions are to be construed accordingly.[11/2006]
Removal from Register of Public Accounting Corporations, Register of Public Accounting Firms or Register of Public Accounting Limited Liability Partnerships
31.—(1) The Registrar must remove from the Register of Public Accounting Corporations the name and relevant particulars of any accounting corporation if —(a)
the accounting corporation has been wound up;
(b)
the approval of the accounting corporation under this Part has been revoked under Part 5A or 6; or[Act 32 of 2022 wef 01/07/2023]
(c)
the accounting corporation has applied for its approval under this Part to be revoked.[11/2006]
(2) The Registrar must remove from the Register of Public Accounting Firms the name and relevant particulars of any accounting firm if —(a)
the accounting firm has been dissolved;
(b)
the approval of the accounting firm under this Part has been revoked under Part 5A or 6; or[Act 32 of 2022 wef 01/07/2023]
(c)
the accounting firm has applied for its approval under this Part to be revoked.
(3) The Registrar must remove from the Register of Public Accounting Limited Liability Partnerships the name and relevant particulars of any accounting LLP if —(a)
the accounting LLP has been dissolved;
(b)
the approval of the accounting LLP under this Part has been revoked under Part 5A or 6; or[Act 32 of 2022 wef 01/07/2023]
(c)
the accounting LLP has applied for its approval under this Part to be revoked.[11/2006]
(4) The Oversight Committee must not grant an application by an accounting corporation, an accounting firm or an accounting LLP for the revocation of its approval under subsection (1)(c), (2)(c) or (3)(c) (as the case may be) if —(a)
it has received any complaint or information under Part 6 against the accounting corporation, accounting firm or accounting LLP or any public accountant practising therein;
(b)
disciplinary proceedings under Part 6 are pending against the accounting corporation, accounting firm or accounting LLP or any public accountant practising therein; or
(c)
the conduct of business of the accounting corporation, accounting firm or accounting LLP is the subject of an inquiry or investigation by a Complaints Committee or a Disciplinary Committee under Part 6.[11/2006]
(5) The Oversight Committee may also revoke its approval of an accounting corporation or an accounting firm and order the removal of its name and relevant particulars from the appropriate Register if it is satisfied that —(a)
the approval of the accounting corporation, accounting firm or accounting LLP under this Part has been obtained by fraud or misrepresentation;
(b)
the accounting corporation, the sole proprietor or any partner of the accounting firm, or any partner of the accounting LLP (as the case may be) has made an arrangement with its or his or her creditors;
(c)
the accounting corporation, accounting firm or accounting LLP has ceased to provide public accountancy services in Singapore; or
(d)
the accounting corporation, accounting firm or accounting LLP is no longer in a position to provide public accountancy services effectively.[11/2006]
(6) The Oversight Committee must, before exercising its powers under subsection (5), notify the accounting corporation, accounting firm or accounting LLP concerned of its intention to take such action and must give the accounting corporation, accounting firm or accounting LLP an opportunity to submit reasons, within such period as the Oversight Committee may determine, as to why its approval under this Part should not be revoked.[11/2006]
(7) Any person who is aggrieved by an order under subsection (5) may, within 30 days of being notified of the order, appeal to the Minister whose decision is final.
Source: Singapore Statutes Online (Attorney-General's Chambers), © Government of Singapore.
