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Singapore Company Registration

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Singapore Company Registration Guide

Most of the companies of Singapore are registered as private limited liability companies. A separate legal identity is there for the private limited liability company in Singapore. Shareholders are not liable for the debt of the company's beyond the amount of share capital they don’t have to contribute. Any person above the age of 18 years can register a Singapore company. A properly structured private limited company with all the rules and regulations has the benefits. In Singapore corporate body receives many tax benefits and hence this form of company is the most common type of business entity registered in Singapore.

Before Singapore Company Registration - What You Need to Know

  1. Company Name: The name must be approved before start of the company.
  2. Directors: A minimum of one director be the resident of the Singapore means that one should be a Singapore Citizen, a Singaporean Permanent Resident, or a person has been issued an Entrepass, Employment Pass, or Dependent Pass. Any number of additional local or foreign directors a Singapore Company can appoint. Age of the directors must be at least 18 years and must have the good record of banking.
  3.  Shareholders: A Singapore private limited company can have a minimum of 1 shareholder and maximum of 50 shareholders.
  4. Company Secretary: Within the 6 months of the incorporation of the company aqualified company secretary must be appointed. The company secretary must be a simple person who is ordinarily resident in Singapore.
  5. Paid-up Capital: For the registration of a Singapore company the minimum paid-up capital is S$1 and can be increased anytime after the incorporation of the company.
  6. Registered Address: To register a Singapore company, you must provide a local Singapore address as the registered address of the company.
  7. Taxation: Singapore registered companies benefited with very attractive tax exemptions and incentives. This is one of the important reasons to attract the entrepreneurs from around the world.

 

Considerations for foreigners when registering a company in Singapore
Foreigners wants to open a Singapore company, must take into consideration the following points:

  1. Singapore law doesn’t allow foreign individual or entities to self register a company regarding this company should engage with a professional firm to register a Singapore company.
  2. No requirement for the special Singapore visa if you only want to incorporate a private limited company but have no plans to relocate to Singapore. You can operate your company from overseas and for the visit in Singapore you can visit Singapore on a visitor visa whenever required to attend to company matters on a short-term basis. But for this company must have the local resident director since each company must have at least one local director.
  3. Employment Pass or Entrepreneur pass work permit is required if you plan to relocate to Singapore and operate your company.
  4. All company incorporation formalities can be handled without any visit to Singapore. But one must have the bank account. Most of the banks in Singapore require the physical presence of the company principals at the time of opening the company bank account.

 

Documents required for company registration

Following documents are required by the company registrar for the registration of company in singapore:

  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. 

Attached documents:

  1. For the non-residents:
    1. Copy of passport
    2. overseas residential address proof
    3. other Know-Your-Client (KYC) information such as a bank reference letter, personal and business profile, etc.
  2. For Singapore residents: Copy of Singapore identity card
  3. If the shareholder is a corporate entity: Copy of registration documents such as Certificate of Incorporation and Memorandum & Articles of Association.

 

Company registration procedure and timeline
In Singapore fully computerized work of company registration procedure is done by the Singapore Registrar of Companies. With this the process is fast and efficient without any bureaucratic red-tape involved. Normally the company can be incorporated in 1-2 days.
There are two distinct steps involved in the Singapore company registration procedure:
a) Company Name Approval
b) Company Incorporation
On the same day both steps can be accomplished with no delays related to the name approval or particulars of directors/shareholders.

Name Approval

Firstly the company name should be approved in order to set up a Singapore company and this can be obtained by filings the application with the Company Registrar. The service firm will do it on your behalf as the first step in the incorporation process.
Within few hours the name approval/rejection notification comes. If the name is referred to an external authority, then the approval of name can be delayed for 1-3 weeks.
For the quick name approval following points must be considered:

  1. Name should not be identical or too similar to any existing local company names.
  2. Company name does not infringe with any trademarks
  3. It must not be obscene or vulgar
  4. It must not be already reserved

After the approval the name will be reserved for 60 days from the date of application. You can extend the name for another 60 days just before the expiry date by filling an extension request.

Company Registration

After the approval of the company’s name, then within few hours the filing of the incorporation request as well as the approval from the Registrar of Companies can be completed by assuming that the incorporation documents are ready and have been signed by the directors and shareholders of the new company.
Also on the another side of this there are certain cases when the incorporation procedure can get delayed if the shareholders or directors are of certain nationalities, although this happens on a case by case only. The company registrar required some more information about a shareholder or director before approving the incorporation of the company.  This procedure can be delayed for 1-2 weeks under such circumstances. In order to incorporate a private limited company a registration fee of S$300 is payable to the Singapore Registrar.

After Singapore Company Registration - What You Need to Know
Registration documents issued

    1. Certificate of Incorporation
    2. Company Particulars Extract (Business Profile)
    3. Bank account opening
    4. Business licenses application
    5. Goods and Service Tax (GST) registration
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