Company Registration in Singapore
Company Registration Requirements in Singapore
Primary Requirement for Singapore Company Registration
- Atleast One Local or Foreign Shareholder
- Paidup Capital atleast S$1
- One Singapore Resident Director
- A Registered Office Address in Singapore
- A Singapore based Company Secretary
- Company Name Approved by ACRA
Process of Company Incorporation in Singapore
Singapore offers a highly conducive environment for companies that are looking at new opportunities in the Asia region. Its robust regulatory framework, coupled with a stable political and economic structure, pro-business government and a well-established judicial system, have created the ideal platform for investment and made it a major commercial, financial- and wealth management hub. Singapore is recognised for its high government efficiency and competitiveness while its robust legal and regulatory regimes make it the most transparent country in Asia. The World Bank and other organisations consistently rank Singapore as the easiest place to do business worldwide. In addition, it has a highly educated and skilled workforce that speaks excellent English as well as multiple Asian languages.
With one of the lowest corporate tax rates in the region (17%), on top of a host of other tax schemes and incentives, Singapore is one of the best countries in Asia from which to grow a business. Corporate tax on foreign-sourced dividends, foreign-sourced branch profits and foreign-sourced service income into Singapore can be minimised, if not completely exempted, provided certain conditions are met. With over 80 double tax treaties, Singapore has one of the most comprehensive networks in the world. Singapore residents can therefore benefit from reduced rates of withholding tax on the repatriation of profits from cross border investments. The absence of tax on capital gains and the lack of withholding tax on dividend payments to non-residents makes setting up a company in Singapore an excellent solution for a holding company for cross border investments.
Process of Company Incorporation in Singapore
Step 1: Company Name Approval First step is to get the company name approved from ACRA. Name Approval fee is S$15.
The name approval is a simple online procedure and the company name is subject to the following guidelines:
# The name cannot be identical to an existing business in Singapore
# The name must not infringe on any trademarks
# The name cannot be obscene or vulgar
# The name must not have been reserved by another company
Key facts to keep in mind for the name approval process:
# If a company name follows ACRA’s rules, it is typically approved in less than an hour.
# A name may be referred to another government authority for further approval if it contains certain regulated business words such as “finance”, “legal”, “law”, “broker” or “school”. This can delay the name approval process by few weeks.
# Once approved, a company can reserve the name for up to 120 days. If it does not incorporate the name within that period, the name is released and can be reserved by another person.Step 2: Documents Preparation After the name approval and before applying for company registration, a company must get the incorporation documents ready.
Documents required by ACRA:
# Company Constitution, previously known as Articles of Association. # You may decide to adopt the standard Singapore company constitution as available from ACRA, which is acceptable for most companies and consists of terms that are considered to be fair for all parties involved in the incorporation
# Signed Consent to Act as a Director for each director
Signed Consent to Act as Company Secretary by the company secretary
# Identification and residential address details for each shareholder and officer of the company
In compliance with the international AML regulations, your Corporate Service Provider (CSP) is required by ACRA to conduct a Know Your Customer (KYC) due-diligence and will typically require at least the following supporting information:
# Verification of identification and address proof documents
# The professional background of stakeholders and officers of the proposed company
Note that the exact list of required documents may vary from CSP to CSP based on their internal procedures.
Note: All documents must be in English or officially translated into English.Step 3: Registration Once the incorporation documents have been prepared, a company can be officially registered with ACRA. The registration process is conducted online and takes less than an hour. In rare cases, if the company registration has to be referred to another government agency for further vetting, the process can take few weeks.
Documents Requirements for Company Registration in Singapore
In order to make the process smooth, it is best to have the following documents readily available before you start the incorporation.
For Individual Shareholders
For each Officer, Shareholder and Beneficial Owner of the proposed company:
- Passport copy
- NRIC or Residency card (for Singapore residents only)
- Residential address proof (for example, a driver’s license, a recent utility bill, rental agreement, etc.)
- 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 Shareholders
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:
o Company’s name, Registration number, and Registered address
o Paid-up Capital and particulars of all Shareholders and Directors
o 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:
o Authorization to hold shares in the proposed Singapore Company
o Appointment of an Authorised 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.
Being an Indian, What you need to do to Open a Company in Singapore?
Need to fulfil following requirements additionally to set up a company in Singapore
- Employ local director (Singaporean, Permanent Resident, or EntrePass holder)
- Hire a registered filing agent (accounting firm, law firm, or a corporate secretarial firm) to complete the registration process for you.
HIRE CONSULTANT and Get complete hassle free company incorporation service and advisory. FURTHER, Consultant shall assist you in post incorporation compliances and tasks.
WE FinTax Corporate Professionals LLP, help you to form your company in Singapore and manage all neccessary requirements.
Why Set up a Private Limited Company (Pte Ltd) is Good Choice?
Your choice should enable you to manage the risk, liability, scaling of business, & brand image optimally.
- The Pte Ltd company pays corporate tax (0%-17%) on its taxable income.
- The owners of a sole proprietorship or a partnership have to pay personal income tax (0%-22%) on their income from their business.
The entrepreneurs wanting to register a new company in Singapore prefer private limited company for its credibility, scalability and robustness.
- It has a distinct legal identity.
- The liability of the shareholders is limited to the amount they invested in purchasing its shares.
- If properly structured, a private limited company could be a highly tax efficient business entity.
- Foreigners can own 100% of its shares.
- Any person over the age of 18 years, regardless of the nationality, can incorporate a company in Singapore.
Complete Post Business-registration Formalities
However, we can obtain a hard copy of the certificate by making an online request. A nominal fee will be applicable.
You can obtain company business profile right after the incorporation. It contains particulars of the company and can be obtained online by paying a small fee. It comes in PDF file format which can be downloaded within an hour of the request.
The company business profile includes following key details:
# Company name and registration number
# Previous names for the company, if any
# Registration date
# Principal Business Activities
# Paid-up capital
# Registered address
# Particulars of Shareholders/Directors /Company Secretary
You need the soft copies of Certificate of Incorporation and Company Business Profile for legal and contractual activities. You need them for the opening of corporate bank account, signing of the office lease, subscribing to office utilities like the internet, and telephone
You must remit it to the IRAS at the time of GST filing.
Compliance for Singapore Companies
Each Singapore-incorporated company must fulfil a set of annual filing requirements to stay compliant with the law.
Accounting Requirements: All Singapore companies must maintain their accounting books in order. They need to maintain their general ledgers, accounts payable and account receivables, or fixed asset ledger and every other account on a timely basis. They need to prepare and file their annual financial statements with authority in XBRL format.
Convening of AGM: It is a mandatory requirement for every company to hold its AGM in every calendar year. The financial statements of the company are tabled for the shareholder’s approval.
Annual Returns Filing: Filing of Annual Returns has to be done after one month from the date of AGM of the company.
Corporate Tax Filing: The last dates of tax filing for companies are 30 November (paper-filing) and 15 December (e-filing).
Financial Year Determination: It is up to the companies to determine their financial year. It may run from January to December or April to March accounting cycle. The financial year (accounting cycle) can start in any month of the year.
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