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Singapore Subsidiary Registration company basic requirements

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A Singapore subsidiary registration company is a private limited company incorporated in Singapore whose majority shareholder is a foreign company. If you want to have small or medium sized business then the Singapore subsidiary company is preferred as it establishes the presence of that company in Singapore.
For the foreign individuals and companies the Singapore law allows the 100% foreign ownership. Due to its low taxes and no restrictions on repatriation of earnings and capital it become more favorable to foreign companies to have a set up in Singapore. Thousands of foreign companies attracts each year for setting up their presence in Singapore and benefit from available opportunities.
Our motive is to provide the details of setting up a Singapore Subsidiary for foreign companies.

 Singapore Subsidiary as a Type of Business Entity

A Singapore subsidiary company can have the full ownership of the foreign company and is considered a separate legal entity. Subsidiary company doesn’t have any liability to the foreign company as its liability is limited to the share capital it has subscribed. Also, the subsidiary company gets the benefit of several tax exemptions as it is considered as the local company.

Basic Requirements for Setting Up a Singapore Subsidiary

  1. Shareholding: 100% of the shareholding of the Singapore subsidiary is owned by the parent company.
  2. Local Director: At least one director of the subsidiary company must be the resident of Singapore i.e. a Singaporean Citizen, a Singaporean Permanent Resident, or an Employment Pass holder. Minimum age required by the director is 18 years and must not be a bankrupt or convicted for any malpractices.
  3. Paid up Capital: $1 is the minimum paid up capital for Singapore subsidiary company and the parent company can hold the 100% shareholder. 
  4. Local Registered Address: Registered office in Singapore is the necessity. You can use the commercial office or a home office for the registration office. In registered office you have to keep the statutory records of the subsidiary company.
  5. Company Secretary: Upon incorporation, the directors must appoint a natural person who is ordinarily resident in Singapore as company secretary within six months of its incorporation.
  6. Auditor: according to the Singaporean law, within the three months of the company registration an auditor must also be appointed.
  7. Audited Accounts: Annual report of audited accounts must be submitted by the Singapore subsidiary company to Singapore income tax authorities.

Documents Required

The following documents required for the registration of a subsidiary company in Singapore:

  1. A certificate of incorporation of the parent company
  2. An extract from the Registrar of Companies that shows the current registered address and directors of the parent company
  3. A corporate resolution authorizing a specific individual to sign necessary subsidiary documents on behalf of the parent company
  4. Passport particulars and residential address details of individuals who will act as the directors of the Singapore subsidiary
  5. Signed Consent to Act As Director by each proposed director
  6. Registered address details for the Singapore subsidiary
  7. Memorandum & Articles of Association for the Singapore subsidiary

All documents must be in English and any non-English documents must be translated into English.

Registration Procedure and Timeline

Professional companies must be used by the foreign companies in order to setup an entity in Singapore. In Singapore the procedure of registration is fully computerized and quick. Only two steps are involved in the Singapore subsidiary registration procedure:

  1. Name Approval
  2. Company Incorporation.

Within the time period of 1 or 2 days these both steps can be accomplished.

At the end a Singapore subsidiary company is recommended for the small to mid-size foreign companies that wish to setup a presence in Singapore. The parent company’s liabilities are limited and its assets remain protected. The subsidiary company being treated as a resident company enjoys tax benefits of Singapore as well as the privileges arising out of Singapore’s tax treaties with other countries. The expenses incurred upon incorporation are very reasonable and the process is simple and straightforward.

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