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Singapore Business Incorporation

Today in the world of globalization everyone wants to spread and expand their business globally and wants to establish a place in global market. Singapore is a country on the globe which is popular for tourist place and business.

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Business Incorporation in Singapore

Today in the world of globalization everyone wants to spread and expand their business globally and wants to establish a place in the global market.

Singapore is a country on the globe which is popular for tourist place and business. It is a place that attracts business persons globally. It attracts business people because of its taxation system, Government policies, robust financial ecosystem, effective business environment, and ease of doing business.

Forms of business which can be incorporated in Singapore are:

 

➲ Sole-proprietorship

A sole proprietorship is a business owned by one person, it’s a form business that is owned and regulated by a single person. Under this profit or losses born by the owner of business and business, identity is based on owners' identity, it does not have its own identity.

➲ Ordinary Business Partnership

A partnership is a form of business where two or more person joins hands together for running a business and sharing the profit or loss of business, the maximum number of partners allowed is 20, and the minimum for the formation of partnership is required only 2 partners.

➲ LP (Limited Partnership)

LP is a form of business under which two or more like-minded person joined hand together to commence business and share profit and loss as per the agreement. This form of business consisting of 2 or more partners where at least one person will be a General Partner (GP) and 1 is a Limited Partner (LP). No limit on numbers of partners.

➲ LLP (limited liability Partnership)

This form of business consisting of 2 or more partners where at least one person will be a General Partner (GP) and 1 is a Limited Partner (LP). No limit on numbers of partners.

➲ Private / Public Company Limited by Shares

A business entity registered under the Companies Act, Chapter 50. This form of business is registered under the law and has a separate legal entity. Under this form of business, members are the owner of the company and appointed directors to regulate the business on behalf of members/shareholders.

Comparison of Different forms of Business in Singapore

The company is the most common and popular form o business in Singapore. Following is a comparison of different formats of business in Singapore.

 

 

Sole Proprietorship

Ordinary Business Partnership

Limited Partnership (LP)

Limited Liability Partnership (LLP)

Company

Definition

A sole-proprietorship is
a business owned by one person.

A partnership is a business and the maximum number of partners allowed is 20.
the firm formed by a minimum of 2 partners.

This form of business consisting of 2 or more partners where at least one person will be a General Partner (GP) and 1 is a Limited Partner (LP). No limit on numbers of partners.

In Singapore, a Limited Liability is a partnership where the partners’ liabilities are generally limited. No limit on numbers of partners.

A business entity registered
under the Companies Act, Chapter 50.

Who can Set up

The country’s citizen/ Permanent Resident of Singapore/ Pass of Employment / Pass of Dependant Holder/Foreigner.
 Or A foreigner but must appoint a local manager

At least 2 Country’s a citizen/ Permanent Resident of Singapore/ Pass of Employment / Pass of Dependant Holder/Foreigner.
 Or A foreigner but must appoint a local manager

Foreign body corporate or individual and/or local individual and/or company.
Or A foreigner but must appoint a local manager

Foreign body corporate or individual and/or local individual and/or company.
Or A foreigner but must appoint a local manager

Foreign body corporate or individual and/or local individual and/or company.
Or A foreigner but must appoint a local manager

Legal Status

Not a separate Legal Entity

Not a separate Entity

Not a separate entity

Separate Legal Entity

Separate Legal Entity

Liability

The Owner has all liability

Partners have all liability

General all partners have equal liability but some time-limited partner has limited liability as per the mutual consent

Liability is limited of partners
 as per the agreement

Members have
 limited liability

Compliances

minimal compliances

minimal compliances

minimal compliances

minimal compliances as
 compare to company

more compliance

Benefits of company Incorporation in Singapore

Tax Benefits

  • Corporate income tax rate is between 0% - 17%
  • Dividends are tax-free
  • No tax on capital gain
  • Unilateral tax credit

Very strong International Networks

  • Singapore has entered in DTAA (Double Tax Avoidance Agreement) with 74 countries
  • It has entered in IGAs (Investment Guarantee Agreement) with 41 countries
  • IT also has entered in FTA/EPAs (Free trade agreement/Economic Partnership Agreement)

➲ Robust Financial  Ecosystem

  • Access to low-cost finance
  • Largest corporate banking center

➲ Effective Business Environment

➲ Leading arbitration center

➲ Availability of Quality workforce

➲ Effective and quick transport and logistics services


Company is a form of business that is limited by shares and has a separate legal entity from its shareholders and is recognized as a taxable entity in its own rights.

In Singapore, every company must be registered with the accounting and corporate regulatory authority (ACRA) and abide by the companies act.

Minimum Legal Requirements for formation of Company in Singapore

Following are the mandatory requirements to apply for incorporation of a company in Singapore

➲ Minimum one shareholder (individual or corporate entity)

At least one local director who shall be: 

  • At least 18 years old
  • Shall not be disqualified from acting as a director like undercharged bankrupt

At least one company secretary

  • Must be a natural person
  • Must be local resident of Singapore

Minimum S$1 as paid-up share capital

Local office address

Documents Required for Incorporating a Company in Singapore

Incorporation of a Company in Singapore is a completely online process and requires minimal Documentation for the process

➲ Details, address and ID proofs of member (shareholder)

➲ Details, address and ID proofs of director

➲ Name of the Company

➲ Memorandum and Articles of Association

➲ Registered office address details along with proof of occupancy

A foreigner must do the following in order to incorporate a Company in Singapore:

Appoint a registered filing agent for facilitating such services (e.g. a law firm, accounting firm or corporate secretarial firm) to submit the online application.

➲ Appoint a director who meets the requirements described in the above section on Directors.

➲ A Foreign body can choose to reside outside Singapore after setting up your local company. However, if you wish to be present in Singapore to manage the company operations, you must seek approval from the Ministry of Manpower (MOM).

Procedure for Incorporation of a Company in Singapore

In Singapore, the authority governing the registration of companies is the Registrar of Companies. The authority is the sole approver of the name and incorporation of any proposed Company and the process is completely electronic.

STEP 1: Reservation of Name of the Proposed Company

The first step for incorporating a Company in Singapore is seeking approval for the proposed name of the Company from the Registrar of Companies. The approval of the proposed name is granted after meticulous scrutiny by the registrar according to the applicable provisions of the law. There are certain words that are not advisable to be included in the proposed name like banking, finance, Singapore, etc.

In order to have a smooth incorporation and name approval process, it is advisable to ensure that the name applied for: Is decent and unique and isn’t similar or phonetically similar to any Trademark or Company in existence in Singapore.

 

STEP 2: Company Registration

The name is reserved by the Registrar of Companies for a period of 60 days. Within this period the process of incorporation of the proposed Company shall be completed.

The application of incorporation and the Memorandum and Articles of Association of the proposed company is to be drafted and filed with the Registrar of Companies in for seeking approval for the incorporation of such Company. Normally such applications are processed within a couple of hours by Registrar. The Registrar may approve or seek additional documents/Information/clarifications to its satisfaction before approving and registering such a Company.

Post Incorporation Compliance

Corporate Bank Account Opening

Post incorporation of your Company is Singapore it is mandatory to open a bank account in the name of your company. CORPO helps you open your bank account without in Singapore

GST Registration & Filing

If the annual turnover of your Company in Singapore exceeds $1 Million, then it is mandatory to obtain a GST Registration and charge the GST as applicable.

Apply for Necessary licenses

A business needs to obtain the respective business licenses as prescribed by the laws of Singapore in accordance with the activities undertaken by the Company.

Annual business filing and tax filing

Annual filing is another mandatory provision for a Company registered in Singapore. A detailed form describing the activities conducted by the company in the respective financial year are to be mentioned in the annual return.

As per the Income-tax laws of Singapore an annual tax return pertaining to the income and expenditures of the respective company is to be filed.

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