- Recent developments (as of 30 June 2025)
- Global markets and public equity ownership 2.2. Public equity ownership by investor category 2.3. Ownership concentration by market
- Corporate governance and institutional framework
- The rights of shareholders and key ownership functions
- The board of directors
- Corporate sustainability
OECD Corporate Governance Factbook 2025: Singapore
Table of contents
This Country Note consolidates information published in the 2025 edition of the OECD Corporate Governance Factbook. Along with the summary of recent developments, it provides an overview of Singapore’s corporate governance framework and related information benchmarked against 51 other jurisdictions covered by the Factbook, including all OECD and G20 members.
The information in this document is as of 31 December 2024 unless otherwise specified.
For further details, please refer to the OECD Corporate Governance Factbook 2025.
1. Recent developments (as of 30 June 2025)
Copy link to 1. Recent developments (as of 30 June 2025)In January 2023, Singapore Exchange Regulation (“SGX RegCo”) announced that it will limit to nine years the tenure of independent directors (“IDs”) serving on the boards of listed issuers. The two-tier vote mechanism for companies to retain long-serving IDs who have served for more than nine years was also removed. The changes seek to accelerate board renewal and promote board independence1.
Also in January 2023, SGX RegCo announced that companies would be required to disclose remuneration paid to individual directors and CEOs in annual reports prepared for financial years ending on or after 31 December 2024. The increased transparency will enable investors to assess whether the directors and CEO are appropriately incentivised2.
On the recommendations of the Sustainability Reporting Advisory Committee (“SRAC”)3, Accounting and Corporate Regulatory Authority (“ACRA”) and SGX RegCo launched a public consultation in July 2023, prescribing mandatory climate reporting for listed issuers from FY2025 in accordance with the ISSB requirements for climate reporting to the extent practicable. Details of the reporting requirements for listed issuers were subsequently announced in September 20244 and implementation timelines announced in August 20255, taking into account feedback received from stakeholders and the prevailing economic landscape.
In April 2024, to improve board-shareholder engagements, SGX RegCo consulted on rule changes to require listed issuers to assist shareholders who have requisitioned a general meeting so that the meeting can take place as soon as practicable. SGX RegCo is reviewing the feedback received.
In May 2025, the Corporate Governance Advisory Committee (“CGAC”) commenced a review of the Code of Corporate Governance (“CG Code”) to build on established good practices in corporate governance, and complement the Equities Market Review Group’s ongoing work to strengthen equities market development in Singapore6. The CGAC will be reviewing the CG Code for its continuing relevance and ensuring that its disclosure requirements are meaningful to market participants.
2. Global markets and public equity ownership
Copy link to 2. Global markets and public equity ownership2.1. Size of the public equity market
Copy link to 2.1. Size of the public equity market|
No. of listed companies in Dec 2024 |
Change since Dec 2021 |
Market capitalisation in Dec 2024 |
Ratio to GDP |
||
|---|---|---|---|---|---|
|
Singapore* |
526 |
|
-2.8% |
USD 474 bn |
86.5% |
|
OECD members |
21 618 |
|
4.3% |
USD 92 518 bn |
136.5% |
|
World |
46 086 |
|
11.3% |
USD 124 536 bn |
112.7% |
* In November 2025, the Monetary Authority of Singapore (MAS) published the Equities Market Review Group Final Report, which sets out measures to strengthen the competitiveness of Singapore’s equities market. These measures include an establishment of a Singapore Exchange (SGX)-Nasdaq dual listing bridge and an SGD 30 million “Value Unlock” package to help listed companies unlock shareholder value and deepen engagement.
Note: “World” covers 98 jurisdictions. “OECD members” covers 38 countries.
Source: OECD Capital Market Series Dataset. IMF.
2. 2.2. Public equity ownership by investor category
Copy link to 2. 2.2. Public equity ownership by investor category
Source: OECD Capital Market Series Dataset.
2. 2.3. Ownership concentration by market
Copy link to 2. 2.3. Ownership concentration by market
Source: OECD Capital Market Series Dataset.
3. Corporate governance and institutional framework
Copy link to 3. Corporate governance and institutional framework3.1. Regulatory framework on corporate governance
Copy link to 3.1. Regulatory framework on corporate governance|
Main public regulator |
|
|
The largest stock exchange |
Singapore Exchange, a joint stock company |
|
Main laws and regulations |
Companies Act Securities and Futures Act SGX Listing Manual; Corporate governance regulations for banks, insurers and financial market infrastructures |
3.2. Mechanisms for corporate governance code/principle
Copy link to 3.2. Mechanisms for corporate governance code/principle|
Code/principle |
|||
|
Basis for framework |
Listing rule |
Approach |
Comply or explain |
|
Disclosure in annual report |
Required |
Surveillance |
Stock exchange |
|
Custodians |
Latest code update |
2018 |
|
|
Issuing body for national monitoring report |
|||
The categories that the jurisdiction fits into are highlighted in blue.
The bold numbers and words indicate country-specific additional information.
The numbers within parentheses indicate the number of jurisdictions applicable to each category.
For further information on the methodologies used for the categorisations, please see the OECD Corporate Governance Factbook 2025.
4. The rights of shareholders and key ownership functions
Copy link to 4. The rights of shareholders and key ownership functions4.1. Shareholders’ rights for the general meeting
Copy link to 4.1. Shareholders’ rights for the general meeting|
Notice period |
10-15 days (10) 14 days (21 days for special resolutions) |
20-21 days (20) |
22-28 days (6) |
>28 days (16) |
|||
|
Shareholding threshold for placing agenda items* |
<3% (23) |
3-4 % (7) |
5% (22) 5% (or 100 shareholders with average paid-up capital of SGD 500) |
>5% (6) |
|||
|
Shareholding threshold for requesting meeting* |
<3% (4) |
3-4 % (5) |
5% (28) |
>5% (20) 10% |
|||
|
Deadline for meeting after request |
≤15 days (4) |
16-30 days (14) |
31- 90 days (25) As soon as practicable, and no later than 2 months |
No specific deadline (9) |
|||
|
Shares without voting rights with preferential right to dividends |
Allowed (33) |
Issuing share with limit (14) |
Not allowed (5) |
No provision (1) |
|||
|
Shares without voting rights and preferential rights to dividends |
Allowed (26) |
Not allowed (14) |
No provision (12) |
||||
|
Multiple classes of shares with a different no. of votes each |
Allowed (26) |
Allowed with limit (4) |
Not allowed (22) |
No provision (7) |
|||
|
Timing of disclosure of voting result after meeting |
Up to 5 days (32) Immediately |
Within 6-15 days (19) |
Others (1) |
||||
|
Provision regarding hybrid shareholder meetings |
Allowed by law/regulation/rule (47) |
Recommended by code (2) |
No provision (3) |
||||
|
Provision regarding virtual shareholder meetings |
Allowed by law/regulation/rule (41) |
Recommended by code (2) |
No provision/virtual shareholder meetings are not allowed (9) |
||||
* Some jurisdictions belong to multiple categories because of the additional requirements other than a percentage of shareholding.
4.2. Related party transactions (RPTs)
Copy link to 4.2. Related party transactions (RPTs)|
Immediate disclosure |
Required (49) |
Not required (3) |
|
Periodic disclosure |
Required (45) |
Not required (7) |
|
Board approval for certain RPT |
Required (45) |
Not required (7) |
|
Shareholder approval for certain RPT |
Required (36) |
Not required (16) |
4.3. Takeover bid rules
Copy link to 4.3. Takeover bid rules|
Takeover bid approach* |
Ex-ante (9) |
Ex-post (37) |
|||
|
Threshold for mandatory takeover bid* |
<30% (12) |
30-33% (24) 30% |
33-50% (8) |
>50% (2) |
Control over the board and others (5) |
|
Minimum bidding price (price paid by offeror) *,** |
Highest in 3-4 months (3) |
Highest in 6 months (14) |
Highest in 12 months (19) |
Other requirement (8) |
No requirement (14) |
|
Minimum bidding price (market price) *,** |
Average in 1-3 months (6) |
Average in 6 months (9) |
Average in 12 months (2) |
Other requirement (11) |
No requirement (30) |
* Jurisdictions where mandatory takeover bid rules exist are included.
** Some jurisdictions belong to multiple categories.
4.4. Stewardship and fiduciary responsibilities
Copy link to 4.4. Stewardship and fiduciary responsibilities|
National frameworks |
|
||||||||||||||||
|
Institutional investors |
Disclosure on voting policies |
Law/regulation/rule (23) |
Both (Law/regulation/rule and code) (11) |
Code (4) |
Code and industry association requirement (1) |
Industry association requirement (1) |
Comply or explain (6) |
No provision (6) |
|||||||||
|
Policy of conflicts of interest |
Law/regulation/rule (28) |
Both (Law/regulation/rule and code) (14) |
Code (3) |
Industry association requirement (2) |
Comply or explain (4) |
No provision (1) |
|||||||||||
|
Disclosure on conflicts of interest |
Law/regulation/rule (19) |
Both (Law/regulation/rule and code) (12) |
Code (1) |
Industry association requirement (1) |
Comply or explain (6) |
No provision (13) |
|||||||||||
|
Constructive engagement |
Law/regulation/rule (15) |
Both (Law/regulation/rule and code) (4) |
Code (4) |
Industry association requirement (2) |
Comply or explain (5) |
No provision (22) |
|||||||||||
|
Proxy advisors |
Disclosure on voting policies |
Law/regulation/rule (15) |
Both (Law/regulation/rule and code) (2) |
Code (3) |
Comply or explain (3) |
No provision (29) |
|||||||||||
|
Policy of conflicts of interest |
Law/regulation/rule (13) |
Both (Law/regulation/rule and code) (3) |
Code (2) |
Comply or explain (3) |
No provision (31) |
||||||||||||
|
Disclosure on conflicts of interest |
Law/regulation/rule (19) |
Both (Law/regulation/rule and code) (1) |
Code (3) |
Comply or explain (3) |
No provision (26) |
||||||||||||
4.5. Company groups
Copy link to 4.5. Company groups|
Disclosure on beneficial owners |
Mandatory to public (38) |
Mandatory to the regulator only (7) |
Mandatory to the regulator and voluntary to public (4) |
Voluntary to public (1) |
Absence of mandatory/voluntary disclosure provisions (2) |
||||
|
Disclosure on shareholder agreements |
Mandatory to public (39) |
Mandatory to the regulator only (2) |
Absence of mandatory/voluntary disclosure provisions (11) |
||||||
|
Disclosure on cross shareholdings |
Mandatory to public (24) |
Mandatory to the regulator only (2) |
Voluntary to public (1) |
Absence of mandatory/voluntary disclosure provisions (25) |
|||||
5. The board of directors
Copy link to 5. The board of directors5.1. Basic board structures and independence
Copy link to 5.1. Basic board structures and independence|
Board structure |
One-tier system (23) |
Optional for one-tier and two-tier system (19) |
Two-tier system (7) |
Multiple options with hybrid system (3) |
|||
|
Separation of CEO and board chair |
Separation is required (14) |
Separation is recommended (15) |
Incentive mechanism (2) |
Not required/ recommended (11) |
|||
|
Appointment of independent directors |
Regulation* |
1 person (4) |
2-3 persons (13) |
20-30% (3) |
33% (9) |
≥50% (6) |
Not applicable (23) |
|
Code* |
1 person (1) |
2-3 persons (5) |
20-30% (1) |
33% (9) |
≥50% (20) |
Not applicable (25) |
|
* Some jurisdictions belong to multiple categories.
5.2. Board-level committees
Copy link to 5.2. Board-level committees|
Setting audit committee (AC) |
Law/regulation/rule (45) |
Code (7) |
||||||
|
Setting nomination committee (NC) |
Law/regulation/rule (12) |
Code (32) |
No provision (8) |
|||||
|
Setting remuneration committee (RC) |
Law/regulation/rule (16) |
Code (29) |
No provision (7) |
|||||
|
AC member independence |
Regulation |
1-3 persons (7) |
Majority (21) |
100% (9) |
Not applicable (15) |
|||
|
Code |
1-3 persons (1) |
Majority (11) |
100% (2) |
Not applicable (38) |
||||
|
NC member independence |
Regulation |
1-3 persons (3) |
Majority (7) |
100% (2) |
Not applicable (40) |
|||
|
Code |
1-3 persons (2) |
Majority (20) |
100% (2) |
Not applicable (28) |
||||
|
RC member independence |
Regulation |
1-3 persons (3) |
Majority (10) |
100% (2) |
Not applicable (37) |
|||
|
Code |
1-3 persons (2) |
Majority (13) |
100% (10) |
Not applicable (27) |
||||
|
Risk management role of AC |
Law/regulation/rule (26) |
Code (15) |
No provision (11) |
|||||
5.3. Auditor independence, accountability and oversight
Copy link to 5.3. Auditor independence, accountability and oversight|
Professional auditor bodies |
|
|||
|
Public oversight body |
|
|||
|
Approval of external auditor by shareholders |
Law/regulation (47) |
No provision (5) |
||
|
Recommendation or nomination of auditor by AC |
Law/regulation/rule (46) |
Code (5) |
No provision (1) |
|
|
Reviewing the auditor’s scope by AC |
Law/regulation/rule (41) |
Code (8) |
No provision (3) |
|
5.4. Board nomination and election
Copy link to 5.4. Board nomination and election|
Majority voting |
Required (41) |
Not required (11) |
||
|
Qualification for board candidates |
Law/regulation/rule (12) |
Both law/regulation/rule and code (5) |
Code (21) |
No provision (14) |
|
Info to shareholders on candidates’ qualifications |
Law/regulation/rule (26) |
Both law/regulation/rule and code (6) |
Code (14) |
No provision (6) |
5.5. Board and key executive remuneration
Copy link to 5.5. Board and key executive remuneration|
Criteria on structure of board remuneration |
Required (27) |
Recommended (23) |
No provision (2) |
|||
|
Long-term incentive for board |
Law/regulation/rule (16) |
Code (18) |
No provision (18) |
|||
|
Shareholder approval on remuneration policy |
Binding, vote required (27) |
Binding, vote recommended (1) |
Advisory, vote required (10) |
Advisory, vote recommended (2) |
Choice between approval or articles of association (5) |
No provision (7) |
|
Shareholder approval of level of remuneration |
Binding, vote required (27) |
Binding, vote recommended (1) |
Advisory, vote required (13) |
Advisory, vote recommended (2) |
Choice between approval or articles of association (4) |
No provision (5) |
5.6. Gender composition on boards and in senior management
Copy link to 5.6. Gender composition on boards and in senior management|
Women’s participation in 2024 |
Boards of directors |
25.1% |
||
|
Managerial positions |
40.1% |
|||
|
Gender diversity on boards |
Quota |
- |
||
|
Target |
20% by 2020; 25% by 2025; 30% by 2030 for top 100 listed companies |
|||
|
Disclosure on gender composition of boards |
Law/regulation/rule (35) |
Code (4) |
No provision (13) |
|
6. Corporate sustainability
Copy link to 6. Corporate sustainability6.1. Sustainability-related disclosure
Copy link to 6.1. Sustainability-related disclosure|
Key resources |
|||||||||
|
Sustainability disclosure |
Law/regulation (41) |
Listing rules (6) |
Code (4) |
Relevant provision without specific requirement or recommendation (1) |
|||||
|
Disclosure standards |
IFRS Sustainability Standards (10) |
European Sustainability Reporting Standards (24) |
Other international standards (4) |
Other local standards (5) |
No provision (9) |
||||
|
Primary users |
Investors (9) |
Multiple Stakeholders (33) |
No provision (10) |
||||||
|
Sustainability matters |
All material sustainability matters (44) |
Only climate-related matters (2) |
No provision (6) |
||||||
6.2. Sustainability governance
Copy link to 6.2. Sustainability governance|
Board responsibilities for sustainability |
Law/regulation (20) |
Listing rules (5) |
Code (12) |
No provision (15) |
|
Key resources |
||||
6.3. ESG rating agencies and index providers
Copy link to 6.3. ESG rating agencies and index providers|
ESG rating and index providers* |
Framework for ESG ratings (32) |
Framework for index providers (30) |
No provision (18) |
|
Disclosure of methodologies |
Law/regulation (28) |
Code (4) |
No provision (20) |
|
Disclosure of management of conflicts of interest policy |
Law/regulation (39) |
Code (4) |
No provision (19) |
* Some jurisdictions belong to multiple categories.
6.4. Sustainability-related assurance
Copy link to 6.4. Sustainability-related assurance|
Framework |
Law/regulation (30) |
Code (1) |
Public consultation/ active consideration (9) |
No provision or consultation (11) |
|||
|
Assurance service providers* |
Statutory auditors (21) |
Service providers with accreditation by a public organisation (11) |
Other service providers (3) |
No provision |
|||
|
Level of assurance* |
Limited assurance currently or planned (29) |
Reasonable assurance currently or planned (5) |
No provision (3) |
||||
|
Key resources |
|||||||
* Some jurisdictions belong to multiple categories.
This work is published under the responsibility of the Secretary-General of the OECD. The opinions expressed and arguments employed herein do not necessarily reflect the official views of the Member countries of the OECD.
This document, as well as any data and map included herein, are without prejudice to the status of or sovereignty over any territory, to the delimitation of international frontiers and boundaries and to the name of any territory, city or area.
The full book is available in English: OECD (2025), OECD Corporate Governance Factbook 2025, OECD Publishing, Paris, https://doi.org/10.1787/f4f43735-en.
© OECD 2025
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Notes
Copy link to Notes← 1. Details of the change can be found here: https://www.sgxgroup.com/media-centre/20230111-sgx-regco-caps-independent-directors-tenure-enhances-remuneration
← 2. Details of the change can be found here: https://www.sgxgroup.com/media-centre/20230111-sgx-regco-caps-independent-directors-tenure-enhances-remuneration
← 3. The SRAC is an industry-led committee set up by ACRA and SGX RegCo in June 2022 to advise on the roadmap for advancing sustainability reporting by companies in Singapore.
← 4. Details of the proposal and the public consultation can be found here: https://regco.sgx.com/regco/public-consultations/20240307-consultation-paper-sustainability-reporting-enhancing
← 5. The announcement can be found here: https://www.sgxgroup.com/media-centre/20250825-extended-timelines-most-climate-reporting-requirements-support
← 6. The Monetary Authority of Singapore (“MAS”) established the Equities Market Review Group on 2 August 2024 to recommend measures to enhance the development of Singapore’s equities market. The Review Group is chaired by Mr Chee Hong Tat, Minister for National Development and Deputy Chairman of the MAS, and comprises key private sector stakeholders and public sector representatives. For more information, please refer to https://www.mas.gov.sg/news/media-releases/2025/review-group-completes-equities-market-review
← 7. Note: “World” covers 98 jurisdictions.
← 8. Note: The share of companies in each jurisdiction where the single largest shareholder and the three largest shareholders own more than 50% of the company’s equity capital. “World” covers 98 jurisdictions.
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