Share AMG

Setting up a Company in Singapore

info@shareamg.com

·

Conditions for Company Registration

To register for a company in Singapore, you will require a Sing pass to register online using Bizfile+. If you don’t have one, a company incorporation service can help walk you through the process. You must meet specific requirements, such as selecting a unique company name, appointing at least one resident director, a Singapore-registered address and a company secretary.

Select a Company Name

The first step is choosing a name for your firm. The Accounting and Corporate Regulatory Authority (ACRA) must approve the name using their online platform. A cost of SGD15 applies for name registration. The name should not be a copy of an existing company or contain offensive or unattractive terms. Along with the name, you must describe your business activities using the Singapore Standard Industrial Classification (SSIC) Code. After receiving name approval, you have 120 days to complete the company registration, or the name will be released.
If the name has already been taken, you can file an appeal by presenting legitimate reasons, which may take 14-21 working days.

Select Your Business Structure

The next step is to select your business structure, which will change the ownership, liabilities, tax obligations, and the way the business can be governed. The most common business structures are:
A sole proprietorship is quite easy and inexpensive to set up and is best for small businesses with low risks. The owner has sole discretion but is subject to unlimited personal liability and finds it difficult to raise capital. It is taxed at individual tax rates.
A Private Limited Company (Pte Ltd) is the most common structure. It provides limited liability with more credibility, which aids in attracting investors. It has higher compliance requirements and is taxed at the corporate rate, which also leads to the benefit of tax.
A Limited Liability Partnership (LLP) is available to professional bodies such as lawyers or accountants, where there exists flexibility in arrangements, while the liability is limited. An LLP enjoys the tax treatment of a partnership and thus, needs operational agreements that are quite clear.
Other options include Public Limited Companies that are formed for larger businesses intending to raise public funds, General Partnerships, where owners share profits and liabilities, and Limited Partnerships with shares for general partners and limited partners.
Offshore companies may choose either a Branch Office which is an extension of the parent company with total liability, or a Subsidiary which gives limited liability and some tax benefits due to being a separate legal entity.

Each structure affects ownership, liability, taxes, and governance. The right choice depends on the business’s needs and objectives.

Appoint Directors

It is mandatory since Singapore requires at least one director belonging to Singapore-a Singapore citizen, a permanent resident, or anyone with an EntrePass or Employment Pass. The director must be a natural person, at least 18 years old, and free of disqualifying conditions such as bankruptcy or criminal convictions.
If you do not have a local director, you may appoint a nominee director meeting all the criteria set by law, upon which that individual will not exercise any functions within the business. Nominee directors have exactly the same legal obligations as the rest.

Determine Share Capital and Select Shareholders

A company must issue at least one share of paid-up capital of SGD1. Private limited companies can have a maximum of 50 shareholders, of which foreign nationals can hold 100% shares. Shareholders have voting rights and can affect company decisions such as appointment of directors or amendment of bylaws.

You may choose from these varieties of shares:
Ordinary shares confer one vote at meetings, and more than one such share must exist.
Non-voting shares very closely resemble ordinary shares in function but do not confer the right to vote in any meeting.
Preference shares get first treatment in payment of dividend over ordinary shares, and they are also in front in actual default situations; however, they hardly give voting rights.

Designate a Corporate Secretary

A company secretary must be chosen within six months of the incorporation. The secretary must be a Singapore resident with the necessary knowledge to ensure compliance with local legislation. This function entails advising directors and submitting essential documentation to ACRA.

Establish a Registered Office Address

Your company must have a physical address in Singapore to deliver all legal documents. P.O. boxes are not allowed. You may use:
Corporate service providers provide virtual office services.
A Home Office Scheme may be an alternative for small enterprises operating from home, but local authorities must approve it.

Determine your Fiscal Year-end

The Financial Year End (FYE) is the last day of your company’s accounting period. It affects key obligations like filing deadlines for your AGM, annual return, and corporate tax return, which must be filed within 6 months of your FYE to avoid penalties. It also influences tax planning, allowing you to defer payments or use tax incentives. Aligning your FYE with your business cycle can improve financial clarity and cash flow management. While any date is possible, standard FYE options in Singapore are 31 December (for simplicity) and 31 March, 30 June, or 30 September (for more frequent reporting).

Prepare the Documents and File for Incorporation

Once you’ve settled Company Singapore on a firm name and structure, you’ll have to prepare the following documents:
The transaction number is generated through the name approval process.
Company articles of agreement.
Forms of consent from directors and the company secretary.
Identification data for shareholders and officers.
Once you’ve gotten all these, go ahead and file for a BizFile+ application. There is an SGD300 registration fee. Once approved, your entity will receive both an UEN and a Business Profile.

Obtain the Necessary Business Licenses

Specific licenses are required for certain commercial activities, such as operating a restaurant or providing financial services. For example, a Food Shop License is necessary for food-related businesses, whereas a Monetary Authority of Singapore (MAS) license is required for financial firms.

Post-Incorporation Functions: The corporate income tax (CIT) in Singapore is levied at a flat rate of 17%. New companies qualify for tax exemptions during the first three years. Registration for Goods and Services Tax is mandatory when the company’s revenue exceeds SGD 1 million. You should open a corporate account for the purpose of managing your finances and separating personal and corporate funds. You need to prepare the requisite corporate related documents together with personal evidence to open the account.
Ongoing Compliance: Filing of Annual Returns with ACRA, holding Annual General Meetings, maintaining good financial records, and paying taxes are all a requirement by the Inland Revenue Authority of Singapore (IRAS). Within 14 days, companies must also notify ACRA of any changes in their company particulars.

Conclusion

Setting up a business in Singapore is easy and organized. The steps Company Singapore mentioned here will allow you to ensure that your business is fully compliant with regulations from company name selection, tax registration, and obtaining necessary licenses beyond that. Professional incorporation services will assist with registration and ongoing compliance requirements for those who are not sure of the process or would rather save time. With the favourable business environment and sound regulatory structure, Singapore qualifies as a top choice for both domestic and foreign entrepreneurs.

Get Our Latest News First:


Leave a Reply

Your email address will not be published. Required fields are marked *

Optimized by Optimole