Company registration in Singapore | SIGTAX

Company registration in Singapore

How to register a company in Singapore

Singapore has one of the most sustainable economies in the Asian world which offers foreign investors a strong business model, secure future for the company and profitable business vision. The quality infrastructure system, sense of security and comfort.. 

Steps for registering company in Singapore

  • Choose and approve the company name (before registering, all Singapore companies must first have their name approved by ACRA- accounting and corporate regulatory authority);
  • Choose the type of your future legal entity;
  • Prepare a company registration documents;
  • Register with Singapore company register;
  • Choose the register address;
  • Open a corporate account and put the statue deposit on it;
  • Register with the tax authority;
  • Register for social insurance services.

Types of companies Singapore

A sole proprietorship is a business that can be owned and controlled by an individual, a company or a limited liability partnership. There are no partners in the business.
 
Features

  • It is not a separate legal entity from the business owner;
  • The business owner has unlimited liability (i.e. the business owner is personally liable for all the debts and losses of the sole proprietorship);
  • It can sue or be sued in the owner’s name.

 
To set up a sole proprietorship or partnership, you must be:

  • At least 18 years old;
  • A Singapore Citizen, Singapore Permanent Resident, or an EntrePass Holder.

A partnership is an arrangement between two or more people to oversee business operations and share its profits and liabilities.
 
Features:

  • A partnership is a business owned by at least 2 partners;
  • The partner can be an individual, a company or a limited liability partnership;
  • The maximum number of partners in a general partnership is 20;
  • It is not a separate legal entity from the business owners;
  • The partners are personally liable for all the debts and losses of the partnership.
  • Limited partnership consisting of a minimum of two partners, with at least one general partner and one limited partner;
  • A general partner is responsible for the actions of the Limited Partners and is liable for all debts and obligations of the Limited Partners;
  • A foreigner, who wants to register an LP in Singapore, is required to appoint a locally resident manager. The foreigner can continue to reside outside Singapore;
  • Any person above the age of 18 years old can be a partner of a Limited Partnership.

In this type, two or more partners (individuals, corporations, or another LLP) enter into an agreement to conduct business under specific terms and conditions that are mutually agreed by all partners. The liability of each partner is limited to the extent of his or her contribution. At least two partners are required but there is no upper limit on the number of partners.

Local and foreign individuals prefer to opt for private limited company registration. It is a tax-efficient and dynamic structure most suitable for business growth.
 

  • It can have 1-50 shareholders;
  • At least one director must be ordinarily resident (Singapore citizens, Permanent Resident, or an Entrepass holder);
  • It can buy or sell property in its name;
  • Easy transfer of ownership and shares;
  • The company is responsible for its losses or debts;
  • As a tax resident, a local private limited company gets all tax benefits offered by the authorities.

There are two types of public company: 

  • Public Company Limited by Shares;
  • Public Company Limited by Guarantee.

 
Public Company Limited by Shares
A LLC that has more than 50 shareholders is a public limited company. It may offer shares to the general public. The name of a Public Limited Companies is followed by the suffix ‘Limited’ or ‘Ltd’. They can get listed in the stock exchange and are required to submit a prospectus to the Monetary Authority of Singapore (MAS) before getting listed to raise capital from the public.
 
Public Company Limited by Guarantee
A company that is incorporated for the purpose of public good and non-profit purposes is a Public Company Limited by Guarantee. Societies and organizations that are registered for the purpose of promoting arts or for the purpose of charity fall in this category. The liability of its members is limited to the amount that the members undertake to contribute to the assets of the company in the event of its winding up. The amount of guarantee by the members will be stated in the Memorandum of Association. The amount is usually nominal. The names of such companies do not have the word ‘Limited’.

 

The foreign companies can also register their branch office in Singapore.
 
Features:

  • The branch office has no separate identity from its foreign parent company.
  • It is taken to be the extension of its parent company.
  • The parent company is liable for its branch’s debts and losses.
  • The management of the Singapore branch office deals with issues regarding shareholding, business activities, and structure by referring to the Memorandum & Articles of Association of the parent company.
  • It is not treated as a local Singapore company. It cannot claim the tax benefits, exemptions, and rebates offered by the local authorities.
  • Before company incorporation in Singapore, discuss your needs with your agent. Because, with the right business structure, you can manage the risk, liability, growth, & branding of business effectively.

Documents required for registering a company in Singapore

For Individual Shareholders:

  1. Passport copy
  2. NRIC or Residency card (for Singapore residents only)
  3. Residential address proof (for example, a driver's license, a recent utility bill, rental agreement, etc.)
  4. Brief professional background. This can be in the form of a curriculum vitae (CV), resume or link to the person's LinkedIn profile.

For Corporate Shareholder:
If the shareholder is a corporate entity, the following documents will be required for the corporate entity:

  1. Certificate of Registration issued by the Registrar of the jurisdiction where the company is registered
  2. Company Extract from the Company Registrar of the jurisdiction where the company is registered that contains the following information:
    • Company's name, Registration number, and Registered address
    • Paid-up Capital and particulars of all Shareholders and Directors
    • Business activities that the Company is engaged in
  3. Authorized Person Resolution passed by the director(s) of the shareholding company that includes the following:
    • Authorization to hold shares in the proposed Singapore Company
    • Appointment of an authorized Person to sign the Singapore Company formation documents on behalf of the shareholding company
  4. An ownership structure chart that identifies the Ultimate Beneficial Owners (UBO) of the shareholding company. Identification documents for the key UBOs may be required for KYC due diligence.

Steps for registering a company in Singapore

To sum up all the information above here the key requirements to register a company in Singapore
 

  • Minimum paid-up capital of $1;
  • At least one shareholder;
  • At least one local or resident director;
  • At least one company secretar
  • Registered local address.

Why should you choose SIGTAX when setting up business in Singapore?

SIGTAX will follow you in all the process of registration. We will provide you with free consultations from experts in this field. We will work for your best in order for you as our client won’t have any worries or difficulties. We will help you in collecting all the required documents and notarization of them and accompany you in all the step-by-step processes in the foreign registration process.

FAQ block for company registration in Singapore

It can take between 2 weeks and 2 months.

You will need to appoint at least one Singapore resident company secretary. 

Currently, it is around 17%.