Your old company secretary won’t hand over your records. What now?

Drawing of a row of binders on a shelf with one missing, its place marked by a dashed red outline

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You’ve appointed a new company secretary, asked the old one for your records, and heard nothing. Or a folder arrives with half of it missing. It’s a common worry, and it is rarely as serious as it feels: most of a Singapore company’s statutory record can be rebuilt.

First, ask properly

  • Write from a director, not only from the new secretary, listing exactly what you want and by when.
  • Settle any outstanding invoices. An unpaid fee is the most common reason a handover stalls.
  • Download what you can. If your old provider gave you a dashboard, save every document from it while your login still works.

What ACRA already holds

Much of the record sits with ACRA and can be retrieved through Bizfile:

  • Business Profile: your current directors, secretary, shareholders, share capital and registered office.
  • Register of members: for private companies, ACRA has kept the electronic register of members since 3 January 2016, so shareholdings notified from that date are on ACRA’s record.
  • Registers of directors, secretaries and auditors: also kept electronically by ACRA. A company’s officers and members can download its registers without charge.
  • Past filings: a list of what the company has lodged, and extracts of lodged documents such as annual returns, can be bought from ACRA.

What ACRA doesn’t hold

The gaps are the documents that were never filed:

  • board and shareholder resolutions and minutes;
  • share certificates;
  • share history before 2016, which was kept only in the company’s own register of members;
  • shareholder agreements, ESOP rules and option grants; and
  • the company’s own registers of registrable controllers and nominee directors, which the company keeps itself.

How the gaps are rebuilt

Start with what the directors and shareholders already hold: signed copies in email, documents in an e-signature account, bank records showing share subscriptions being paid. From these, a company secretary can:

  • rewrite the registers from ACRA’s records and the documents you have;
  • prepare board and shareholder resolutions that confirm and ratify past decisions where the originals are lost;
  • issue replacement share certificates under the Companies Act procedure for lost certificates; and
  • check that the register of controllers is current and lodged with ACRA.

For a young company with a simple share history, this is usually a few weeks’ work. It is worth doing before a funding round, not during one: see what investors’ lawyers ask for.

Don’t let it hold up the switch

Your new company secretary’s appointment doesn’t depend on the old records arriving. The directors appoint the new secretary by resolution, the change is filed with ACRA, and the records follow. Waiting for a complete handover before switching only leaves you longer with a provider you’ve decided to leave. Our guide to switching your company secretary sets out the steps.

How Futurebooks handles it

When a company switches to us, we ask the outgoing provider for the records and review what arrives. Where records are missing, we rebuild them as a secretarial rescue. That is a separate, chargeable service, and we quote for it before starting. From there you get an Important Dates calendar, so nothing falls behind again.

Records in a mess?

Tell us who your current provider is and what you’re missing. We’ll tell you what can be retrieved, what needs rebuilding and what it will cost.

This article is general information, not legal advice. Based on the Companies Act 1967 and ACRA guidance as at November 2026.

Want this handled for your company?

Futurebooks has looked after Singapore companies since 2010: company secretary, accounting and passes for founders and senior hires, in one team. Tell us what’s coming up and we’ll reply within four hours on Singapore business days.