Business Excellence with Company Formation in Singapore
Singapore, called an "Asian Tiger", is well known for its attractive tax regime, which makes it the most preferred destination for foreign investors. Corporate-friendly schemes and digital enhancements make Singapore a lucrative city for foreign investors. It has one of the world’s most welcoming investments and trade policies. It also offers tax exemptions to start-ups and assists them with various schemes in their initial days. It can be a tedious task for foreigners to select an appropriate company type and engage in Company formation in Singapore, as many types of company models are available in Singapore. A company is the most popular business model that foreign investors adopt to expand their business in Singapore. It is known for its separate legal entity. Besides this, its members’ liability extends to the amount of their contribution made to the company. Various company types exist to accommodate the business ventures, namely Exempt Private Companies, Public Company Limited by Shares, Private Company Limited by Shares, Unlimited Private Companies, Unlimited Exempt Private Companies, Unlimited Public Companies, and Public Company Limited by Guarantee. They are governed by the Companies Act of Singapore and are set up with the Accounting and Regulatory Authority of Singapore (ACRA). It regulates Singapore's business entities, public accounts, and corporate service providers.
Advantages of Company Formation in Singapore
Attractive taxation system
Singapore's corporate income tax slab is on the lower end compared to other countries.
Singapore boasts a well-developed free market economy based on trade, finance, and manufacturing. The country has grown and developed at a reasonable rate.
Seamless Company Incorporation in Singapore
The manner of Company Formation in Singapore is simple. It is devoid of any complex paperwork.
How does the Company incorporation in Singapore process work?
Business Model Analysis
Our team of experts at Enterslice will first evaluate your business needs, values, and future vision, based on which we provide you with the most suitable service package and a personalized business model for your business venture.
Before your company's formation in Singapore, our team will ensure it falls within the eligibility list prescribed by the Accounting and Corporate Regulatory Authority (ACRA). We will get back to you within 24 hours of checking your eligibility.
Company Registration in Singapore
Enterslice specializes in effortless global expansion, offering expert Company Formation in Singapore services. Our in-depth knowledge of international regulations guarantees rapid and compliant setups across the Globe.
Bank Account Opening
At Enterslice, we provide consultation, necessary paper Preparation, Resolution Drafting, Due Diligence, Account Signatory Services, Merchant Account Support, Compliance Checks, and Local Representation to hasten your corporate bank account opening.
Types of Companies in Company Formation in Singapore
A company is the most sought-after business vehicle adopted by foreign investors for expanding their business in Singapore. It has a separate legal entity, and its members' liability extends to the amount of their contribution made to the company. Companies in Singapore are further sub-divided into the following:
- Exempt Private Company: An exempt private company is a private limited company exempted from fulfilling certain compliances, such as attaching annual financial statements in their annual returns. They enjoy a certain level of autonomy in extending loans to their directors compared to other private companies. These companies need to add ‘Pte Ltd.’ with their names. These companies can have a maximum of 20 shareholders, which does not include a corporation.
- Private company limited by shares: A private company limited by shares has a share capital. A private company's maximum number of shareholders can extend to 50, and such shareholders can also include corporations. Here, the liability of the members is limited to the amount of capital invested in the company.
- Public Company Limited by shares: A PLC can raise capital from the public by offering its shares and debentures. To make such an offer, the company has to register the prospectus with the Monetary Authority of Singapore and has been permitted to have more than 50 shareholders. These companies are required to attach 'Ltd.' with their names. Here, the liability of the company members is limited to the amount of capital they invested in the company.
- Public Company Limited by guarantee: These companies are usually set up for non-profit and charitable objectives such as national and public interests, trade associations, philanthropic organizations, etc. These companies, too, need to attach 'Ltd.' with their names. These companies do not have any share capital, and their liability extends to the guaranteed amount promised to be contributed to the company's assets. This guaranteed amount shall be specified in the company's Constitution as well.
- Unlimited Private Company: An unlimited private company is a hybrid company with or without share capital. The liability of its members or shareholders is not limited; it also extends to personal assets. The members have joint and several non-limited liabilities. These companies are required to attach 'Unlimited' with their names.
- Unlimited Exempt Private Company: An unlimited exempt private company has a similar structure. The only difference is that the members have total liability.
- Unlimited Public Company: An unlimited public company is one where the liability of the members is total against the company's debts and obligations. These companies, too, need to attach 'unlimited' with their names.
- Subsidiary: A subsidiary is an extension of its parent company, having a separate legal identity from it. However, it is managed by its board of directors. It has been allowed to use a different name. The activities of a subsidiary can be the same or different from that of its parent company. It is taxed as a local entity and can avail of all the benefits. It needs to have at least one local manager resident in Singapore. The minimum share capital required to open a subsidiary in Singapore is $1.
- Branch Office- A branch office is an extension of its parent company. It is not a separate legal entity as it is an extension of the activities carried out by the parent company. This entity survives in perpetuity. Its activities are taxed as a non-resident entity. The account of the branch office and that of its parent company have to be filed. The minimum capital required for a branch office is $1. A branch office should have at least one manager/local representative resident in Singapore.
- Representative Office- A representative office is an interim entity used to represent the parent company in the Singapore market for market research purposes and liaison work for the parent company. To establish a representative office in Singapore, the parent company must be in business for at least three years and have a turnover above $250,000. It is not a separate legal entity but a temporary administrative office. Its name cannot be changed. It will bear the name of its parent company with the addition of a 'representative office'. It can only undertake market research and coordination activities. A chief representative who will relocate from the parent company must be appointed. The minimum capital required for opening a representative office is $1.
Striking off a Company in Singapore
Striking off a company usually takes around four months. The procedure for striking down a company is laid down in the Singapore Companies Act. The fee to deregister a company is around $500. The ACRA of Singapore will deregister or strike off the company if it ceases its operation. There are other reasons as well to strike off a company; for instance, if the company has closed its bank account, it has no assets or liabilities left, or if it has no outstanding tax liabilities from the Inland Revenue Authority of Singapore (IRAS), then the company is liable to be struck off. However, the company can be restored within six years of the date of the strike on a court order.
After the approval of a strike-off by the ACRA, a strike-off notice shall be sent to the company's setup office address, the residential address of directors, and IRAS within 14 days of the receipt of the strike-off application. Anyone can object to the application within one month of receiving such notice. After the expiry of one month, a 60-day additional window will be given to the object. After the expiry of these 60 days, a final notification will be made stating that the company has been struck off the register.
Many compliances have to be undertaken before applying to strike off a company. But you don't have to worry; we provide professional services to companies seeking to deregister. You must cancel the GST registration of your company, ensure that your officers have no outstanding ACRA summonses, and ensure that the company is not involved in any legal proceedings in or outside Singapore.
Constitution of the Company & Company formation in Singapore
The Constitution is a legal necessary paper that outlines the rules regarding the governance of the proposed company. Your company's Constitution must contain the information mentioned in the subsequent paragraphs.
It must mention the rights of the critical personnel like directors, the Company’s Name, the Company’s setup office address, and the contribution of company members.
It is essential to mention that while submitting your application form for Company Formation on the BizFile+ portal, you should also attach a copy of the company's Constitution. If you do not want to create your own Constitution, you can adopt a model constitution under the Companies (Model Constitutions) Regulations 2015.
Checklist for Company Formation in Singapore
Company Formation in Singapore has been made easy by the Legal experts of Enterslice. We have been successful in 1000+ company formation in Singapore-
Choosing the name for the company formation in Singapore
The first step in the company formation in Singapore is choosing an appropriate name for the company. The desired name is submitted to the ACRA's online portal, BizFile. The availability of the selected name is checked at this portal, and only then can the name be reserved for the company. The applicant is also required to choose and specify the SSIC Code (Singapore Standard Industrial Classification Code) depending on the type of commercial activities sought to be undertaken by the applicant.
After obtaining the approval for the desired name, the applicant can register the company. The company should be reported within 120 days from the date of reserving the name for the company; otherwise, the name shall not remain reserved after that.
Deciding the type and structure of the company in Singapore
The applicant has to decide which of the following entities would be most suitable according to the needs and requirements of the activities he wishes to undertake through a company:-
- Exempt Private Company
- Unlimited Exempt Private Company
- Private Company Limited by shares
- Public Company Limited by shares
- Public Company Limited by guarantee
- Unlimited Private Company.
- Unlimited Public Company
Deciding the Financial year-end (FYE) for the company formation in Singapore
Deciding the financial year end in Singapore is very important because it determines the corporate filings and taxes that are due to the company every year. Additionally, private companies must hold their AGM within six months after FYE and file their annual returns within seven months after FYE. In Singapore, the financial year end for a company can be an accounting period of either 12 months or 52 weeks.
The most preferred choices for FYE adopted by the private companies include 31st March, 30th June, 30th September, and 31st December.
Appointment of Important personnel for the company formation in Singapore
Every company in Singapore has to appoint certain necessary personnel/officers. At least one director and company secretary must be selected. These officers should be natural persons and should be residents of Singapore. Further, an auditor should be appointed within three months, except for companies exempted under the law. The company has the option to nominate a person as a CEO to manage and oversee the company's business. If the company exercises the opportunity to select a CEO, it must file the personal particulars of the CEO with the ACRA. Similarly, the position of Managing Director is also optional.
Deciding the share capital for the company formation in Singapore
Share capital refers to the amount of money the shareholders have committed to the company. Share capital can be issued with or without full payment of the share capital. The minimum issued share capital is $1 at the time of company incorporation in Singapore.
Deciding the Setup official address for the company incorporation in Singapore
The applicant must also decide and submit the company's setup office address. This is the address where all the official communications and notices with the government department shall take place. This is where all the company records and official registers shall be kept. The companies must keep the office open for at least three hours during business hours on each business day except for Saturdays, Sundays, and Public holidays. The setup office address of the company must be located in Singapore. However, business operations can be conducted from different locations.
Company Registers & Company Incorporation in Singapore
Under the Companies Act, 1967 of Singapore, all companies must maintain up-to-date registers of the moment-mentioned personnel- shareholders, directors, auditors, secretaries, CEOs, controllers, or beneficial owners. ACRA maintains the guidelines for maintaining these registers.
ACRA maintains Company Registers in electronic form and is accessible to the public. In case of any changes in the appointments or particulars of directors, secretaries, auditors, and CEOs, you must update this information via BizFile+ within 14 days from the change date. The registers that ACRA must maintain include- the Register of Registrable Controllers, Central Register of Registrable Controllers, Electronic Register of Members, Electronic Register of Directors, Electronic Register of Secretaries, and Electronic Register of CEO.
Compliances after Company Incorporation in Singapore
Firstly, as per the Singapore Companies Act, a qualified secretary who is a resident of Singapore has to be appointed within six months of Company formation in Singapore. Don't worry!! You can engage with our qualified secretarial service to create a hassle-free experience incorporating your dream company.
Secondly, per the Singapore Companies Act, the Company setup in Singapore must have at least one resident director. We at Enterslice provide you with the Nominee Director Service by providing you with a local Singapore resident director.
Thirdly, by the provisions of the Singapore Companies Act, it is mandatory for all companies setup in Singapore to have a local registered address.
Company Incorporation in Singapore Steps
A company formation in Singapore is done with the Accounting and Corporate Regulatory Authority (ACRA) of Singapore. All the applications for registering a new Subsidiary company must be submitted online via ACRA's electronic filing and information retrieval system, BizFile+.
You have to log in to the BizFile+ portal. Then, you have to engage a setup filing agent to apply on behalf of the proposed director. Under the eServices menu, click "Local Company" followed by “Start a New Local Company” and then attach the requisite necessary papers, including the company constitution, address, etc.
The total cost of Company Formation in Singapore is around $315, which includes a $300 registration fee and a $15 name application fee. You have various payment options: Credit card/debit card, Apple Pay, Google Pay, and PayPal.
What can Enterslice offer you in Company registration in Singapore?
We can offer you a hassle-free Company Formation process. Our team simplifies the Company Formation process for you, whether you are a resident or an overseas citizen. We have successfully helped 1000+ company registration in Singapore. With Enterslice as a guide, registering your company has never been easier. We offer the following services:-
- Your Dream Company registration in Singapore
- Nominee Director Services for your company registration in Singapore
- Trademark Registration Services for your company registration in Singapore
- End-to-end Assistance in all Business Formats
- Robust Panel of Experienced Attorneys and CAs
- Reducing Compliance Burden in all Sectors and Industries
- One-stop Spot for Fintech Licensing and Tax planning
- Assistance in the Preparation of Statutory necessary papers for your company registration in Singapore
- Managing Paperwork and post-registration tax filing
- Streamlining all the process for Company registration in Singapore
- Corporate secretary service for one year
- Getting suitable work pass- employment pass
- Bookkeeping and accounting
- Corporate bank account set up
- Tax advisory services
Refusal of Company Registration in Singapore
Non-Approval of Name
When a company name is not approved under the Business Name Registration Act on account of a similar name with an already functioning company or an offensive name, then that application for company formation in Singapore is rejected by ACRA.
Discrepancy in no. of Shareholders
At least one shareholder is required to start a company in Singapore. Due to the failure to have the requisite number of shareholders to start a company, the application for registration is likely to be rejected.
Violation of the Singapore Companies Act
Suppose your setup company address is not in Singapore as per Section 142(1) of the Companies Act. In that case, your application for registration is liable to be rejected by the ACRA of Singapore.
What happens after Company Formation in Singapore?
Getting an Email
BizFile+ will email the appointed officers (e.g. directors, shareholders, and company secretary) for endorsement. All designated officers must endorse their appointments in the BizFile+ portal within 60 days from the email date.
Unique Entity Number (UEN)
BizFile+ will automatically generate your company's UEN for successful registration. This UEN has to be kept confidential and will be used for the company's future transactions with the government.
Company Business Profile
The Company Business Profile is a comprehensive electronic necessary paper with essential business information. The ACRA provides it to newly established companies.
The first board meeting is held to appoint directors in the newly setup company. It is mandatory to conduct this Annual General Meeting.
Particulars of Registration for Company Formation in Singapore
NRIC and full name
The full name of the company director, company secretary, auditor, and other key personnel must be attached to the registration application. Any change concerning the appointment of key personnel must be duly communicated to the ACRA.
The key personnel's contact details, namely telephone number and email address, must be specified.
The residential address or proof of the key personnel's address must be specified. Any change in these particulars must be duly communicated to the ACRA.
The nationality of the company director, company secretary, auditor, and other key personnel involved should also be mentioned.
Bank Account Opening after Company Registration in Singapore
After the successful company registration in Singapore on the BizFile+ portal, you can proceed to open up a bank account in Singapore in the name of the company. Opening a corporate bank account in Singapore is an easy task with the assistance of Enterslice. We have prepared a list of necessary papers required by you to open up a bank account in Singapore-
- Resolution by the company’s board of directors mandating their consent for the same
- Copy of the Certificate of Incorporation of the company
- Copy of the business profile of the company
- National ID card of Singapore or copy of passport
- Proof of residential addresses of the directors
Challenges during Company Registration in Singapore
There are some hindrances that you may get during your company formation in Singapore, which include choosing the correct form of business structure for your company, choosing an appropriate business name, adhering to the Regulatory compliances as per ACRA guidelines, Tax Regulations Compliance, Post Registration Compliances, Maintaining necessary papers/checklist, forming the Constitution of the proposed company, opening up of bank account in the name of the company and getting appropriate licenses and permits. Our Foreign Business Incorporation desk at Enterslice shall help you resolve these challenges and create a hassle-free company formation experience in Singapore.
Post-Registration Compliances during Company Formation in Singapore
You can apply for the permits and licenses through the Singapore Go Business Licensing portal.
Appointing of key personnel
An auditor must be appointed within three months of the company's incorporation date. A company secretary must be appointed within six months of the company's incorporation date.
You must file the company’s annual tax returns with ACRA every year.
Types of Cryptocurrency Companies that you can open in Singapore
- Cryptocurrency Exchange
These are digital platforms where you can trade digital assets like cryptocurrencies.
- Cryptocurrency Wallet Company
It allows individuals to transfer digital assets out of their wallets.
Advantages of choosing Singapore for your Cryptocurrency Company
- Singapore is known for its ease of doing business
- Cryptocurrency company can be setup within 2 business days
- Government support available
- Highly skilled labour
- Excellent Banking facilities available
- Local executive director
- Local compliance officer
- Paid up capital of Singapore $100,000
- Local registered address
Taxation of Companies after Company Registration in Singapore
Singapore has a straightforward and rational tax system. No tax is imposed on capital gains or dividends obtained from a business, which makes the country lucrative for entrepreneurs who wish to register a new business. Regarding corporate tax rates, Singapore has created an appealing tax structure with corporate tax rates ranging from 0% to 17%, which is relatively low compared to other developed countries.
Double Taxation Avoidance Agreement
Singapore has a double taxation avoidance agreement with more than 50 countries. Double taxation avoidance agreements ensure that the transaction between Singapore and the treaty country doesn't include double taxation. Singapore also provides unilateral tax credits to those countries with which it doesn't have any such agreement.
Startup Tax Exemption Scheme
Income derived by the companies in Singapore is taxed at the rate of 17%. This scheme provides a newly setup company in Singapore with some tax exemptions on their first three years of company incorporation and activity.
Partial Tax Exemption Scheme
The government of Singapore also offers small and medium-sized enterprises a partial tax exemption scheme for their benefit.
Singapore Group Relief
Companies in Singapore can organize themselves as subsidiaries, and multiple holding companies to manage their liabilities. Under this scheme, unutilized losses, and donations of the current year can be transferred to the related companies within that group. This results in minimizing the overall tax burden for that group.
Double Tax Deduction for Internationalisation Scheme
This scheme gives support to businesses as they enter international markets.
The government of Singapore grants tax incentives to qualifying activities.
Foreign-sourced income exemption regime (FSIE)
The Government of Singapore has introduced the foreign-sourced income exemption scheme to allow businesses to claim foreign tax credits more efficiently.
Company Formation in Singapore by a Foreigner
If a foreigner wants to engage in a company formation in Singapore, they must engage a registered filing agent who will submit the online application at BizFile+ on their behalf. You must issue an employment pass if your company wants to employ foreign workers. Information about the employment pass shall be available on the Ministry of the Manpower (MOM) website.
Company Registration in Singapore & Setting up a Corppass Account
Upon successful company formation in Singapore, the directors must visit the Corppass website and set up and start managing the Corppass account. Compass is an authorization system for business entities to manage digital service access of employees who must perform corporate transactions.
This account gives the company its digital identity to transact with government agencies. The account provides necessary access for the selected employees of the company to transact with ACRA on the company's account.
Popular Business Areas for Company Registration in Singapore
Most sought-after place in Singapore for leasing office space. It is well connected with the station and bus services.
If you are looking for premium office spaces, then you should prefer Marina Bay.
Anson Road Area
This area is often preferred by advertising firms, media, real estate, and trading companies.
Famously known as the “Shopping District, this area houses major retail stores and hotels and is also popular for renting office spaces. It has an excellent infrastructure as well as footfall.
This area is popular for the trading sector, business service sector, and advertising agencies.
This is a commercial and retail hub of Singapore.
This area is popular among the IT, media firms, and the technology sector.
Mistakes to avoid during Company Formation in Singapore
- Choosing the appropriate business structure model as per your business needs
- Keeping necessary papers ready for bank account opening and company registration in Singapore
- Keeping accurate financial records and financial statements of the company for timely return filing
Why should you choose Enterslice for Company formation in Singapore?
- Tailor-made company formation plans
- Successfully setup 500+ Companies in Singapore
- Solid Network of 50,000+ Lawyers/Attorneys/CAs/CPAs
- Partner Base of 40,000+ Auditing and Law Firms Globally
- Maintained Consistency with 7% Client Recommendations
- 100+ Queries for Company Formation in Singapore Daily
- Worked with over 30,000+ Entrepreneurs across the Globe
- AI-powered Service Delivery Platform ensuring Timely Support
- Zero paperwork- Provide us with your necessary papers online
- Dedicated Foreign Investment Desk with 200+ Client Representatives