The short answer
- A private company is exempt if it meets two of three criteria for the past two financial years: revenue up to S$10m, assets up to S$10m, up to 50 full-time employees.
- If it belongs to a group, the whole group (foreign parent included) must also pass on consolidated numbers.
- A new company is assessed on its current financial year.
- ACRA announced a review of the thresholds in February 2026. No new thresholds are in force yet.
The small company test
| Criterion | Threshold |
|---|---|
| Total annual revenue | S$10 million or less |
| Total assets | S$10 million or less |
| Full-time employees at year end | 50 or fewer |
| Group rule | If part of a group, the whole group must also meet two of three on consolidated numbers, foreign entities included |
A private company qualifies if it meets at least two of these three criteria for each of the immediate past two consecutive financial years:
- Total annual revenue of S$10 million or less
- Total assets of S$10 million or less
- 50 or fewer full-time employees at year end
The group rule
If the company is part of a group, the entire group must also meet two of the three criteria on the parent's consolidated numbers, foreign entities included. A tiny Singapore subsidiary of a large Indian parent usually fails here and needs an audit.
What is changing
On 26 February 2026 ACRA announced a review of the revenue and asset thresholds, and of whether subsidiaries could qualify under specific conditions even when their group fails. Consultations ran from March 2026. Nothing has changed yet; we will update this page when it does.
Exempt does not mean nothing to file
- Financial statements are still prepared and filed with the annual return (solvent exempt private companies have lighter filing).
- Proper accounting records are still required.
- Shareholders holding at least 5% of the shares can still require an audit.
Three examples
| Company | Small company test | Audit? |
|---|---|---|
| Founder-owned, revenue S$3 million, assets S$1 million, 12 staff, no subsidiaries | Passes all three, on its own numbers | No, unless a 5% shareholder asks for one |
| Subsidiary of an Indian group with group revenue of INR 2,000 crore; Singapore revenue S$2 million | The company passes, but the group fails on revenue and assets | Yes |
| Holding company with S$12 million of portfolio investments, no subsidiaries, no revenue, no staff, no parent company | Fails on assets, passes on revenue and employees: two of three met | No, if the same was true for both of the last two years |
The test looks at the two previous financial years, so a company's audit status can change a year after its numbers do. A new company qualifies in its first year if it meets the criteria for that year.
If you need an audit
Directors appoint the first auditor within three months of incorporation, unless the company is exempt. Book the auditor early: audit firms are busiest in the months after December and March year ends, and a late start pushes the AGM and the annual return towards their deadlines.
Questions people ask
Which Singapore companies are exempt from audit?
Private companies that meet two of three criteria for the past two financial years: revenue up to S$10m, total assets up to S$10m, up to 50 full-time employees. If part of a group, the whole group must also qualify.
Does a small subsidiary of a large Indian group need an audit?
Usually yes. The group test uses the parent's consolidated numbers, foreign entities included.
Are the audit thresholds changing?
ACRA announced a review on 26 February 2026. No new thresholds are in force yet.
Talk it through with an adviser
Tell us your structure and deadlines. We reply with what applies to you and a fixed-fee proposal.
Sources
- ACRA: Audit exemptions and the small company concept
- ACRA: Review of the audit exemption framework (26 February 2026)
General information only, last reviewed 11 November 2026. It is not advice for your situation. Laws and practice change, and the official sources linked above prevail. Speak to a qualified adviser before you act. Northwise does not file with Indian authorities; India-side work is done by independent licensed firms.
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