Company Registration in Singapore

If you are considering the registration of a new company or the relocation of your existing company in Singapore, you need to have in mind that most Singapore companies are listed as ‘private limited liability companies’ (private limited companies).

Before you register your company, there are some things you need to have in mind. The name must be approved before incorporation of the Singapore company can occur. There must be appointed at least one Singaporean resident director, however after that there is no limit on additional local or foreign directors that can be appointed by a Singapore company. The shareholder can be a person or another legal entity, and is allowed to be shared either 100% local or foreign. The only thing about shareholders, there is a limit, and they can be up to 50. You must also appoint a company secretary within the first 6 months of the company’s incorporation. As in many other jurisdictions, you must have a registered address for your company, but that cannot be a P.O. Box.

The types of business and companies that are allowed from the Singapore Company Law are:

  • Sole Proprietorship
    whoever is Singaporean can start his/her own business by registering with the ACRA. Before the registration though, the applicant must first apply to the ACRA to make sure that the proposed name is available.
  • Partnership
    starting from two up to twenty persons can combine their resources or skills to enter a partnership. The profit of the partnership will be shared by all the partners.
  • Limited Partnership (LP)
    there is no limit on the numbers of the partner. It consists of general and limited partners. General partner is personally liable for all debts and liabilities; meanwhile limited partner is liable only for the agreed
  • Limited Liability Partnership (LLPs)

It gives the owners the flexibility of operating as a partnership. Liabilities of the partners are limited to the amount they contributed. Partners are not personally liable for the LLP obligations.

  • Local Companies

Treated as an entity separated from the members and as a ‘person’ in law. At least one Director must be Singaporean. Can be limited by shares, by guarantee or unlimited.

  • Local Private Companies:
    • Private Limited Company

Limited liabilities to the amount of shares they contributed. Number of shareholders limited up to fifty.

  • Exempt/Deemed Exempt Private Limited Company

It has less than twenty members, none of them being corporate entities. If exceed S$5million, it will no longer be deemed exempt.

  • Gazetted Private Limited Company

Companies owned by the government which have been declared Exempt Private Company by the Minister Gazette.

  • Local Public Companies:
    • Company Limited by Share

Shareholders can be more than fifty, and capital may be raised by offering shares to the public. Before making an offer of shares, a prospectus must be registered with ACRA.

  • Company Limited by Guarantee

Usually formed for non-profit making purpose.

  • Foreign Companies

A company incorporated outside Singapore, establishing its branch in Singapore.

  • Representative Office

An entity, from which foreign companies that want to explore the viability of doing business in Singapore, can test the market before committing any investments.

 

 

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