- Ensure your cap table matches ACRA's Electronic Register of Members.
- Update electronic registers within 14 days of any change.
- Keep accounting records for at least five years and reconcile them monthly.
- Ask your lead investor's counsel for their due diligence document request list.
Before opening a data room for a funding round, make sure your company’s ownership records, statutory filings, accounting books and payroll records are complete and consistent. Your cap table should match ACRA’s Electronic Register of Members, electronic registers must be updated within 14 days of any change, and accounting records must be retained for at least five years. Check whether your company qualifies for audit exemption, reconcile your monthly management accounts and CPF payments, and ask your lead investor’s counsel for their document request list before due diligence begins.
Sleek’s CFO services in Singapore can help prepare your financial records and investor reporting.
What financial records should you sort out before raising a funding round?
Before a first funding round, make sure your cap table matches your Electronic Register of Members, your registers are updated within the 14-day rule, your statutory filings are current, and your accounting records are complete and kept for at least five years. Check whether your company qualifies for audit exemption, and ask your investor’s counsel what they want to see.
Treat the nine checks below as a fundraising checklist Singapore startup founders can tick off one area at a time. They fall into three groups:
- Statutory records (checks 1 to 3): who owns the company and what you have filed.
- Financial records (checks 4 to 7): the books, management accounts, audit position and payroll.
- Documents an investor’s counsel may request (checks 8 and 9): equity paperwork and a data-room index.
This page is not the investor due diligence checklist Singapore counsel will send you, because every deal differs. When your lead investor’s lawyers share their request list, use it, and treat these checks as the groundwork.
Check 1: does your cap table match the share register?
The cap table Singapore Pte Ltd founders maintain in a spreadsheet is a working copy. The official record is your Electronic Register of Members (EROM), and after you allot shares ACRA says you may need to file a return of allotment so the allotment appears in it.
For a private company, ACRA’s return of allotment page sets no fixed deadline, but the allotment only takes effect on the filing date, once the register is updated. Public companies must file within 14 days, and the filing itself is free.
ACRA’s filing steps also ask whether you have filed the shareholder resolution under section 161, which means shareholder approval at a general meeting before shares are allotted. Say you issued shares to an angel last quarter but never filed the return: your spreadsheet shows the investor, the register does not.
- The current cap table, listing every shareholder, share count and share class.
- Filed returns of allotment and the section 161 resolution for each allotment.
- A line-by-line comparison of the cap table against the EROM. Owner: your company secretary or finance lead.
Ready: every row of the cap table matches the register. Not ready: any allotment is missing a return or a resolution.
Check 2: are your registers current?
ACRA’s guidance on maintaining company registers says electronic registers must be updated within 14 days of any change. The register of registrable controllers (RORC) runs on a tighter clock.
- Update your private RORC within seven days, counted from when the controller confirms their details.
- File the update to the central RORC within two business days after updating your private register.
- Send every controller a notice to check their details at least once a year.
If you are unsure who counts as a controller, read our guide to the register of registrable controllers. Owner: the company secretary.
Ready: the last change to each register is dated within its deadline. Not ready: a change has been made but the register still shows the old position.
Check 3: are your statutory filings up to date?
Three filings catch most young companies out: the annual general meeting (AGM), the annual return and estimated chargeable income (ECI). ACRA’s AGM due dates page sets the AGM at six months after financial year-end for non-listed companies, unless you are exempt or have dispensed with it. Its annual return deadline page sets the return at seven months after year-end for most non-listed companies, with eight months for some company types, so confirm which applies to you.
IRAS says companies generally file ECI within three months from the end of the financial year. Deadlines run from your own year-end, so work them out from your dates rather than the calendar year.
- Proof of the last AGM, or of the decision to dispense with it.
- The latest annual return and the financial statements filed with it.
- The latest ECI submission. Owner: the finance lead, with your accountant.
Ready: each filing has a confirmation on file. Not ready: you cannot say when the last one was submitted.
Check 4: are your accounting records complete?
Startup financial records Singapore law requires are mostly ordinary accounting records. ACRA’s directors’ key obligations say you must keep records for at least five years after the end of the financial year, and they must support true and fair financial statements.
- Sales invoices, purchase bills and receipts for every transaction.
- Bank and card statements for every account.
- Payroll records and loan or director-loan agreements. Owner: whoever approves payments, usually the founder.
Ready: every bank line has a document behind it. Not ready: receipts live in personal inboxes or chat threads.
Check 5: do you use accounting software to do your books?
It is one of the questions founders ask us most, and for good reason: the answer decides how quickly you can produce numbers. The simplest way to get books ready for investors Singapore founders can start today is a monthly close, where every bank line is reconciled and a set of management accounts follows.
We suggest three statements each month: a profit and loss, a balance sheet and a cash flow statement. If you are unsure what each one shows, our guide to the types of financial statements covers it. Our accounting services for Singapore companies include monthly bookkeeping and management reports.
- Accounting software connected to your bank feeds.
- Management accounts for each closed month. Owner: your bookkeeper or finance lead.
Ready: last month is closed and reconciled. Not ready: the books are kept in a spreadsheet that only one person understands.
Check 6: do you need an audit?
It is easy to assume a funding round means an audit. In law, a small private company is exempt if it meets two of three tests, per ACRA’s audit exemptions page: revenue of SGD 10 million or less, total assets of SGD 10 million or less, and 50 employees or fewer.
A company under two years old is tested on its current year. Our guide to audit exemption for small companies walks through the edge cases.
Exemption from the legal audit requirement does not decide whether an investor asks for audited accounts, so ask the investor’s counsel early. We cannot tell you either way, because the answer depends on the deal. Owner: the finance lead, with your accountant.
Ready: you know which tests you meet and have asked the investor side what they need. Not ready: you are assuming the answer.
Check 7: are payroll and CPF clean?
The CPF Board’s due date page sets the rule: contributions are due on the last day of the calendar month. Employers who have not paid by the 14th of the following month face enforcement action, and late payment interest is 1.5% per month. For the employer side of the process, see our guide to CPF contributions.
- CPF payment confirmations for every month of the past year.
- Payslips and payroll summaries that agree with the bank payments.
- Employment contracts for every employee. Owner: the HR or finance lead.
Ready: every month shows a CPF payment before the 14th of the next. Not ready: any month is unpaid or unreconciled.
Checks 8 and 9: do you have the equity documents and a data-room index?
Check 8 is the equity paperwork. Make sure you can issue a share certificate for every allotment and find the signed shareholder agreement.
If you run a share plan, keep the ESOPs documents with them. We link to these guides rather than summarise deal terms, because terms are for your lawyers.
Check 9 is a simple data-room index: a list of folders and who owns each. The investor due diligence checklist Singapore lawyers send you is far easier to answer when documents already sit in labelled folders. A starter layout:
- Corporate and registers: constitution, EROM, RORC. Owner: company secretary.
- Filings: AGM, annual return, ECI. Owner: finance lead.
- Accounts: monthly management accounts and filed financial statements. Owner: finance lead.
- People and payroll: contracts and CPF confirmations. Owner: HR lead.
- Equity: share certificates, shareholder agreement, share plan. Owner: founder.
Ready: every folder has an owner and a current document. Not ready: documents sit in personal drives.
What does a one-page readiness scorecard look like?
Copy this fundraising checklist Singapore startup teams can share, and mark each row Ready or Not ready. Anything marked Not ready becomes a task with a named owner.
| Check | Ready when | Owner | Status |
|---|---|---|---|
| 1. Cap table vs register | Every row matches the EROM | Company secretary | Ready / Not ready |
| 2. Registers | Updates dated within deadline | Company secretary | Ready / Not ready |
| 3. Statutory filings | Confirmation on file for each | Finance lead | Ready / Not ready |
| 4. Accounting records | Every bank line has a document | Founder | Ready / Not ready |
| 5. Management accounts | Last month closed and reconciled | Bookkeeper | Ready / Not ready |
| 6. Audit position | Tests checked, investor asked | Finance lead | Ready / Not ready |
| 7. Payroll and CPF | Paid before the 14th each month | HR lead | Ready / Not ready |
| 8. Equity documents | Certificates and agreements found | Founder | Ready / Not ready |
| 9. Data-room index | Every folder has an owner | Founder | Ready / Not ready |
What can go wrong if you skip this?
Compliance worries are real for founders, and they are usually about small things left too long. A cap table Singapore Pte Ltd shareholders recognise as accurate should show the same names, shares and classes as the register. A missed filing or a late CPF payment can bring penalties or enforcement action, and a late discovery costs you time in the middle of a raise.
Equally, a clean checklist does not guarantee a round, because investors weigh far more than your records. For funding sources and grants, see our guide to funding options for Singapore founders.
This page is a records checklist, not legal or investment advice. Investor requirements vary, so ask your investor’s counsel, and remember that deadlines depend on your company’s own dates.
How can Sleek help you get investor-ready?
Sleek runs the statutory registers, filings and bookkeeping that checks 1 to 5 depend on, so your startup financial records Singapore regulators expect stay current in one place. Accounting Essentials, which includes monthly bookkeeping and management reports, starts from SGD 90 a month, billed annually. If you want forecasting and investor reporting on top, Sleek’s CFO services start from SGD 600 a month and include cash flow forecasting, board and investor reporting, and fundraising support.
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FAQs on financial records before fundraising singapore startup
Can I still be a shareholder if I live overseas?
Yes. Singapore places no restriction on foreign shareholding in a Pte Ltd. The law does require at least one director who is ordinarily resident in Singapore, so confirm your board meets that rule before the round.
How fast can I tidy my books?
The speed depends on how far behind your records are, but the order of work is the same. To get books ready for investors Singapore startups should reconcile the bank first, because every other record builds on it. Once one month closes cleanly, repeat the process for each earlier month while a bookkeeper runs the catch-up in parallel.
Do I need a company secretary before I raise?
Yes. ACRA says a secretary must be appointed within six months of successful registration. The secretary typically handles register updates, the AGM and the annual return, which makes them the natural owner of checks 1 to 3.
Do I need a CFO yet?
Not necessarily. If your books are clean and your bookkeeper produces monthly accounts, you may not need one for a first round. A part-time or outsourced CFO starts to make sense when you need cash flow forecasts, board reporting or fundraising support.
