Singapore is one of the world’s most business-friendly countries, as well as the headquarters for more than 600 local and international financial institutions. In this highly supportive environment, entrepreneurs have ideal conditions for investing and starting a business. In terms of both innovation and corporate efficiency, Singapore offers a strong competitive advantage at the international level. Therefore, many large Chinese companies make registering a company in Singapore their first step towards going global.
As an international business service provider, Esin Group provides comprehensive solutions for company registration and operations in Singapore, helping to ensure the success and growth of your business in this country.
Here are various company registration solutions in Singapore tailored to each individual’s needs:
Foreign Individuals (Non-Residents of Singapore)
✔ Company Registration in Singapore + Employment Pass
✔ Company Registration in Singapore + Entrepreneur Pass
✔ Company Registration in Singapore + Nominee Director
Residents of Singapore, Individuals, or Companies:
✔ Singapore Private Limited Company
✔ Singapore Limited Liability Partnership
✔ Singapore Sole Proprietorship
Basic Knowledge You Need to Know Before Registering a Company in Singapore
1. At Least One Director
In Singapore, every company must have at least one local director, who can be a citizen, PR holder, or someone with a valid Employment Pass/Dependant Pass. You can appoint as many directors as needed, both local and foreign, who are at least 18 years old, have no criminal record, and are not bankrupt.
2. Choosing a Company Name
Before registering, you must provide a company name that must be officially approved.
3. Appointing a Company Secretary
In accordance with the Companies Act, after the company is established, you have 6 months to appoint a qualified company secretary. A sole director or sole shareholder cannot serve as company secretary, and the secretary must be an individual domiciled in Singapore.
4. Shareholders
For a Private Limited Company, you can have 1–50 shareholders. Shareholders can be individuals or legal entities, local or foreign. After the company is established, shares can be issued or transferred to shareholders.
5. Paid-up Capital
When registering a Private Limited Company, the company must have a minimum paid-up capital of SGD 1, but the capital can be increased at any time after registration.
6. Registered Address
The company must have an official business address in Singapore, either commercial or residential property that complies with the Ministry of Home Affairs (MHA) requirements for small-scale business activities. The registered address cannot be a PO box.
7. Tax
For the first three years, tax on annual profits up to SGD 300,000 is capped at 8.5%, with the remainder taxed at 17%. Dividends and capital gains are tax-free. Singapore’s corporate tax policy is well-known globally, attracting investment from various countries.
Types of Companies in Singapore
In Singapore, the three most common types of business entities are Sole Proprietorship, Limited Liability Partnership (LLP), and Private Limited Company.
Sole Proprietorship
A sole proprietorship is owned by a single individual aged 18 or above, or a company registered in Singapore. Since there are no shareholders or partners, the owner has complete control over the business operations. A sole proprietorship does not have separate legal status, so the owner and the company are considered a single entity.
While this means the owner does not need to maintain separate accounts for auditing, the business has no continuity—if the owner dies, the business also ends. The owner of a sole proprietorship also bears unlimited liability, meaning the owner is personally responsible for all debts and losses of the company, and all of their personal assets may be at risk. This type of business is suitable for small businesses with limited risks owned by one person.
Limited Liability Partnership (LLP)
An LLP is owned by two or more partners, with limited individual liability. Partners can be individuals or companies. Each partner is personally liable only for their own actions, but is not liable for the debts or losses caused by other partners.
Unlike a sole proprietorship, an LLP has separate legal status, so it can sue or be sued, sign contracts, and own property in its own name. An LLP has permanent life, so it does not cease to exist even if one or more partners die. LLPs are commonly used by small service businesses, such as law firms, accountants, or small construction companies.
Limited Liability Company (LLC)
An LLC is a company with limited liability, meaning that the liability of shareholders is limited to their investment in the company. Like an LLP, an LLC has a legal status separate from its shareholders and directors, so it can sue or be sued, sign contracts, and own property.
The company has perpetual life, so it does not cease to exist even if one or more shareholders die. LLCs are divided into two types: Private Limited Companies and Public Limited Companies.
Private Limited Company (Pte Ltd): Shares can be issued to a maximum of 50 shareholders and are not open to the public. This type is suitable for small businesses or family businesses, such as small construction companies or family restaurants.
Public Limited Company (Ltd / PLC): Must have a minimum of 50 shareholders and can offer its shares to the public. Its shares are usually listed on the stock exchange and are subject to stricter regulations. This type is suitable for large companies, such as Singapore Airlines or other large transportation companies.
How Foreigners Can Set Up a Company in Singapore
In Singapore, foreign nationals cannot register a company independently. You can use the services of a professional secretarial company to complete the registration. Esin Group has helped many clients successfully register companies, and we are ready to assist you. Once the company is registered, you can run your business from anywhere in the world and make short visits to Singapore if necessary. However, the company must have a local director who is domiciled in Singapore, and Esin Group can help you act as a local nominee director.
Documents and information that need to be prepared:
- A copy of your passport, proof of address abroad, and other KYC (Know Your Customer) information, such as a bank recommendation letter, personal profile, and company profile.
- A brief description of business activities.
- Shareholder information.
- Director information.
- Company Constitution.
- Non-English documents must be accompanied by an officially recognized translation.
Registration Process Complete
In Singapore, company registration can be done entirely online, and ideally, approval can be obtained on the same day. Once registration is complete, you will receive an email from the Accounting and Corporate Regulatory Authority (ACRA) confirming that the company has been officially established.
The information listed in the registration documents includes:
- Company name and registration number
- Previous name (if any)
- Date of establishment
- Main business activities
- Paid-up capital
- Registered address
- Shareholder information
- Director details
- Company secretary details
Applying for a Business License
When registering your business with the Accounting and Corporate Regulatory Authority (ACRA) in Singapore, certain types of businesses require special licenses. Examples include:
– Restaurants
– Educational institutions
– Travel agencies
– Financial services
– Import/export of goods
– Employment agencies, etc.
Opening a Business Account for Companies
You can open a corporate account at various local banks in Singapore that provide first-class services, such as Citibank, UOB, DBS, and others. We will recommend the most suitable bank based on the type of services your company provides.
Goods and Services Tax (GST) Registration
Companies with taxable turnover exceeding US$1 million are required to register for GST. For turnover not exceeding US$1 million, you can still voluntarily register for GST after careful consideration. One of the benefits of registering for GST is that you can claim GST credits from the tax office when purchasing goods from GST-registered suppliers.
Annual Income Tax Return
All companies registered in Singapore are required to submit an Estimated Chargeable Income (ECI) Report and Form C Annual Tax Return to the Inland Revenue Authority. The ECI Report must be submitted within three months after the end of the company’s financial year. For companies whose first financial year falls in the 2020 assessment year or thereafter, the first S$100,000 of taxable income is eligible for a 75% tax reduction, while the next S$100,000 to S$200,000 of taxable income is eligible for a 50% tax reduction.
Example: Based on the tax incentive for newly established companies, the first S$100,000 is 75% tax-free, and the second S$100,000 is 50% tax-free. Therefore, for a company with an income of S$60,000: 60,000 × 0.75 = S$45,000 tax-free.
Newly established companies that meet the following criteria can enjoy this tax exemption for the first three years of filing:
– Registered in Singapore
– Tax resident in Singapore
– No more than 20 shareholders, with at least one individual shareholder holding 10% or more of the shares.
Frequently Asked Questions About Company Registration in Singapore
1. How long does it take to register a company in Singapore?
Answer: Typically, the process of registering a company in Singapore takes 1–2 business days. However, the duration may vary depending on the type of registration, the processing time of government agencies, and the completeness of the documents submitted.
2. Do I have to live in Singapore to register a company?
Answer: No. Singapore allows foreign nationals to register a company without residing in Singapore. You can appoint a local representative or use the services of a company secretary to fulfill the registration requirements.
3. What types of companies are available in Singapore?
Answer: Singapore offers various types of companies, including:
Private Limited Company (Pte. Ltd.): The most common type of company, suitable for most businesses.
Branch Office: Suitable for international companies that want to open a branch in Singapore.
Joint Venture (JV): A partnership with a foreign partner, usually for a specific project or sector.
Limited Partnership (LP): Suitable for partnerships, where one party has limited liability and the other has unlimited liability.
4. How do I choose the right company name?
Answer: The company name must be unique and cannot be the same as an already registered company. You can check the availability of names through the ACRA website. The name must also comply with Singapore’s naming regulations and cannot contain sensitive or restricted words.
5. How does the tax system work in Singapore?
Answer: Singapore is known for its competitive tax system. Corporate income tax is low, and foreign income is tax-exempt if it meets certain requirements. In addition, Singapore has many double taxation agreements to reduce the tax burden on multinational companies.
6. Is there a minimum capital requirement to register a company?
Answer: Since 2003, Singapore no longer requires a minimum capital, so companies can determine the capital according to their needs.
7. Do shareholders or directors have to be Singaporean citizens?
Answer: No. Shareholders and directors can be foreign nationals; they are not required to have Singaporean citizenship.
8. Do I need to rent an office address in Singapore?
Answer: Yes, companies must have a registered address in Singapore as their legal address. If you do not have your own office, you can use a virtual office or a registered address provider service.
9. Can a company be registered remotely?
Answer: Yes, registration can be done online, without the need to be physically present in Singapore. A company secretary or registration agent can represent you in completing the registration process.
10. What tax obligations need to be known?
Answer: You are required to comply with Singapore tax regulations, including filing taxes on time and fulfilling income tax and GST obligations (if applicable). It is generally recommended to use the services of an accountant or tax consultant for more efficient tax management.