Registering a Company in Singapore: A Step-by-Step Guide

Registering a company in Singapore involves several straightforward steps. Here’s a step-by-step guide to help you through the process:

Image’s source: enterslice.com

Step 1: Choose a Business Structure

Singapore offers several types of business structures, each with its own characteristics and implications for ownership, liability, and tax obligations:

Image’s source: accountingservices.sg

1. Private Limited Company (Pte Ltd):
   • Advantages: Most common and preferred structure due to limited liability, separate legal entity status, and ability to raise capital through shares.
   • Requirements: Requires at least one director who must be a Singapore resident (citizen, Permanent Resident, or Employment Pass holder). Can have up to 50 shareholders.
   • Taxation: Eligible for tax exemptions and incentives for new startups.
2. Sole Proprietorship:
   • Advantages: Simplest and least costly form of business to set up. Owner has full control of business decisions.
   • Requirements: Owner is personally liable for debts and obligations of the business.
   • Taxation: Owner is taxed personally on business profits.
3. Partnership:
   • Advantages: Simple structure where two or more individuals or entities share ownership and responsibilities.
   • Requirements: Partners are jointly liable for debts and obligations of the partnership.
   • Taxation: Partners are taxed personally on their share of partnership profits.
4. Limited Liability Partnership (LLP):
   • Advantages: Combines elements of partnership and limited liability company. Partners have limited liability for debts and obligations.
   • Requirements: At least two partners, with no maximum limit. Must appoint at least one manager who is a Singapore resident.
   • Taxation: LLP is taxed as a partnership, and partners are taxed personally on their share of LLP profits.
5. Subsidiary Company:
   • Advantages: A company wholly owned by another company (parent company), offering limited liability and separate legal entity status.
   • Requirements: Must comply with all company incorporation requirements, including having a Singapore resident director.
   • Taxation: Taxed as a Singapore resident company, eligible for tax exemptions and incentives.

Here are some government URLs where you can find detailed information about business structures in Singapore:

https://www.acra.gov.sg/how-to-guides/before-you-start/choosing-a-business-structure

https://www.guidemesingapore.com/business-guides/incorporation/incorporation-essentials/types-of-business-entities-in-singapore

Step 2: Choose a Company Name

Ensure your company name is unique, meaningful, and not inappropriate. You can check the availability of your desired name on the Accounting and Corporate Regulatory Authority (ACRA) website.

Step 3: Appoint Directors and Shareholders

You need at least one director who is a Singapore resident (Singapore citizen, Permanent Resident, or holder of an Employment Pass/EntrePass). You can have up to 50 shareholders, who can be individuals or corporate entities.

Step 4: Register the Company

You can register your company through the ACRA website using their BizFile+ service.

Here is the link to access BizFile+:

https://www.bizfile.gov.sg/ngbbizfileinternet/faces/oracle/webcenter/portalapp/pages/BizfileHomepage.jspx

Prepare the following documents:

• Company constitution (formerly known as Memorandum and Articles of Association)
• Particulars of shareholders, directors, and company secretary
• Registered office address

Step 5: Prepare the Required Documents

• Company Constitution: This outlines the rules governing the company’s internal management.
• Particulars of Directors and Shareholders: Include their full names, addresses, and identification details.
• Registered Office Address: This must be a physical address in Singapore where official documents can be served.

Step 6: Submit the Application

Complete the online application on the ACRA BizFile+ portal. Pay the registration fees at this stage which is currently SGD 300.

Step 7: Post-Registration Requirements

After successful registration, you will receive:

• Certificate of Incorporation: This confirms your company’s existence.
• Business Profile: A document containing key details of the company.

Step 8: Open a Corporate Bank Account

Image’s source: pilotoasia.com

Once you have your Certificate of Incorporation and Business Profile, you can open a corporate bank account in Singapore for your company.

Step 9: Fulfill Tax and Regulatory Requirements

• Register for Goods and Services Tax (GST) if your annual turnover exceeds SGD 1 million.
• Ensure compliance with annual filing requirements such as Annual Returns and Financial Statements.

Step 10: Obtain Necessary Business Licenses (if applicable)

Depending on your business activities, you may need specific licenses or permits from regulatory authorities in Singapore.

By following these steps, you can successfully register your company in Singapore and start conducting business legally.

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