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Singapore
Company registration refers to the process of registration of a business in
Singapore. It is also sometimes referred to as company formation. When
considering the registration of a new company or relocation of your existing
company to Singapore, note that most Singapore companies are registered as
private limited liability companies (commonly known as private limited
companies). A private limited company in Singapore is a separate legal entity and
shareholders are not liable for the company’s debts beyond the amount of share
capital they have contributed (hence the term limited liability). According to
the Singapore Companies Act, any person (foreign or local) above the age of 18
can register a Singapore company.
Singapore
Company Registration Requirements
1. At
least one local director who has to be a Singaporean, or Singapore PR, or
Singapore employment pass holder;
2. At
least one shareholder, you do not need a Singaporean for a shareholder.
Minimum
paid up capital is S$1
3.
Incorporation time ranges approximately from 1 day to 5 days depending on time
taken for name approval.
Pre-registration
of Singapore Company
1.
Company Name
The name
must be approved before incorporation of the Singapore Company can occur.
2.
Directors
A
minimum of one resident director (a resident is defined as a Singapore Citizen,
a Singaporean Permanent Resident, or a person who has been issued an Entrepass,
Employment Pass, or Dependent Pass) is mandatory. There is no limit on the
number of additional local or foreign directors a Singapore Company can
appoint. Directors must be at least 18 years of age and must not be bankrupt or
convicted for any malpractice in the past. There is no requirement for the
directors to also be shareholders, i.e.
non-shareholders can be appointed directors.
3.
Shareholders
A
Singapore private limited company can have a minimum of 1 and maximum of 50
shareholders. A director and shareholder can be the same or a different person.
The shareholder can be a person or another legal entity such as another company
or trust. 100% local or foreign shareholding is allowed. New shares can be
issued or existing shares can be transferred to another person anytime after
the Singapore company has gone through the incorporation process.
4.
Company Secretary
As per
Section 171 of the Singapore Companies Act, every company must appoint a
qualified company secretary within 6 months of its incorporation. It has to be
noted that in case of a sole director/shareholder, the same person cannot act
as the company secretary. The company secretary must be a natural person who is
ordinarily resident in Singapore.
5.
Paid-up Capital
Minimum
paid-up capital for registration of a Singapore company is S$1. Paid-up capital
(also known as share capital) can be increased anytime after the incorporation
of the company. There is no concept of Authorized Capital for Singapore
companies.
6.
Registered Address
In order
to register a Singapore company, you must provide a local Singapore address as
the registered address of the company. The registered address must be a
physical address (can be either a residential or commercial address) and cannot
be a P.O. Box.
7.
Taxation
Singapore
registered companies enjoy very attractive tax exemptions and incentives. Your
company pays less than 9% for the first S$300,000 annual profits and 17% flat
after that. There are no capital gains or dividend taxes on Singapore companies.
Excellent tax benefits and business reputation of Singapore are the key reasons
why entrepreneurs from around the world prefer to form a company in Singapore.
For further information on taxes, refer to the Singapore corporate tax guide.
Singapore
Company Registration: Required Documents
For the
purpose of company incorporation in Singapore, the following information is
required by the company registrar:
1.
Company Name
2. Brief
Description of Business Activities
3.
Shareholders Particulars
4.
Directors Particulars
5.
Registered Address
6.
Company Secretary Particulars
7.
Memorandum and Articles of Association (MAA). Singapore Company Registrar
provides a standard MAA document that is suitable for most instances.
Singapore
Company Registration Procedure and Processing Time
Company
registration procedure in Singapore is fully computerized by the Singapore
Registrar of Companies. As a result, the Singapore incorporation process is
quick and efficient without any bureaucratic red-tape involved. Under normal
circumstances, the company can be incorporated in 1-2 days. There are two
distinct steps involved in the Singapore company setup procedure: a) Company
Name Approval and; b) Company Registration. Both steps can be accomplished on
the same day assuming there are no delays caused by Company Registrar.
1. Name
Reservation
To set
up a Singapore company, the proposed name for the company must be approved
first. Company name approval is obtained by filing the application with the
Company Registrar. The service firm you have chosen to register your company
will do it for you as the first step in the incorporation process. Generally
the name approval/rejection notification comes through in less than an hour
unless the proposed name has some certain words (such as bank, finance, law,
media, etc.) that might require the review and approval of a corresponding
external government authority. If the name is referred to an external
authority, the name approval may get delayed by few days or weeks.
2.
Registering Company
Once the
name has been approved, the filing of the incorporation request as well as the
approval from the Registrar of Companies can be completed in a few hours
assuming incorporation documents are ready and have been signed by the
directors and shareholders of the new company. There are cases when the
incorporation procedure can get delayed if the shareholders or directors are of
certain nationalities, although this happens in rare cases only. In such cases,
the authorities might ask for additional information. A registration fee of
S$300 is payable to the Singapore Registrar of Companies at the time of
incorporating a private limited liability company.
Contact
us
If
you have further queries, please contact Tannet
24
hours Malaysia hotline：603-21418908;
24
hours Hong Kong hotline：852-27837818;
24
hours Hong Kong hotline：86-755-
36990589;
Email:
mytannet@gmail.com
TANNET GROUP :
http://www.tannet-group.net,
http://en.tannet.com.my