Singapore is a lively international business center – and a perfect place where you can start and develop a business.
To get a company registered in Singapore, all Singapore-registered incorporation service providers (alternatively called filing agents) are required to adhere to certain legal requirements that mandatorily include conducting KYC (know-your-client). It is highly probable that your attendance in person may be required in Singapore for getting your company’s corporate bank account opened.
Putting in place a new commercial establishment can be an intimidating experience. At the same time, it can also be a sensational one. Most of the people are filled with confusion when coping with all the obligations set by the concerned authorities, concerning the process of registering a business in Singapore.
If you are a foreign individual keen on registering a company in Singapore, you will be required to get help from a local business registration provider as they do not have the permission to self-register a new company in Singapore.
The Accounting & Corporate Regulatory Authority (ACRA), which also acts as the Company Registrar of Singapore, governs the procedures for company registration in Singapore. Once you have decided to establish a new company or move an already operating one to the city-state, you must ensure to comply with the criteria framed by ACRA.
The time taken to register a Private Limited Company in Singapore often ranges from 2 hours to 2 days, depending on how long it takes for ACRA to approve it (which depends on its receipt of all properly signed paperwork), along with the designing of the company’s constitution.
Registering a company in Singapore becomes essential in case you are implementing any operation for profit continuously, except in the case of exemptions. You must be at least 18 years old to register a company in Singapore.
In the event of you being a foreigner wishing to set up a business entity in Singapore, you must fulfil the following criteria:
To register a company in Singapore, you must have a minimum of one local director.
The director must be a standard resident in Singapore (can be a Singapore citizen or a Singapore Permanent Resident, or an individual who is an EntrePass, Employment Pass or Dependent’s Pass holder).
A Singapore company can have any number of local or foreign directors that it may appoint. The minimum age of directors must be 18 years and they must be free of any bankruptcy or malpractice charges and have a clear record in the past.
There are no conditions that stop directors from being shareholders. On the other hand, even non-shareholders can be designated as directors.
A Singapore, it is possible for a private limited company to hire at least one and at the most 50 shareholders. A shareholder may either be a common individual or a legal entity such as another company or a trust.
Singapore firms can have 100% local or foreign owners. It is permissible to issue new shares or transfer current to a separate individual once the company has already been registered.
In line with the Singapore Companies Act, all firms are to mandatorily hire a qualified company secretary, not later than 6 months after the incorporation. Only a natural individual who is a natural resident in Singapore can qualify to become the company secretary.
It is worth stressing that in the event of only a sole director/shareholder, the same person can hold the position of a company secretary as well. It is prohibited to leave the post of the company secretary unoccupied for more than 6 months at a stretch.
The least paid-up capital to get a Singapore company registered is S$1. The paid-up capital (or share capital) can be hiked any time after the company has been incorporated.
For the sake of registering a Singapore company, a domestic Singapore address is required to be the company’s registered address. The registered address has to be a physical address (this may be either a business or home address). A P.O. Box cannot be the registered address.
Based on the HDB’s Home Office Scheme, persons are also allowed to use their residential address as the business address. This scheme applies to both, HDB and private properties.
In case you intend to use your address of residence as your business address, it is advisable to check with the concerned authorities. Qualifying house owners/tenants require prior authorization from the HDB and those who own private residential property, need compulsory approval from the URA.
In the case of Singapore firms, the registered office in Singapore must be both functioning as well as within accessibility of the public through normal business hours.
Singapore charges a corporate tax rate of 17%. Singapore registered companies enjoy very attractive tax exemptions and incentives. For instance, a new start-up company will be exempted from paying tax on S$200,000 of the initial S$300,000 taxable earnings.
It is noteworthy that capital gains or dividend taxes do not exist for Singapore companies.
ACRA has made the procedures to register a company completely electronic in Singapore. In normal circumstances, it takes 1-2 days for a company to be incorporated.
For registration of a business, it is necessary for the candidate to log onto BizFile+ using his ID number and SingPass. Else, the applicant also has the choice to hire a registered filing agent (such as a Singapore-based business establishment agency), in case the applicant has no SingPass.
For registering a Singapore company, the first step is to essentially get the proposed name for the company approved. This approval can be acquired by filing an application with ACRA. To check whether a shortlisted name has already been reserved, you will be required to search on BizFile+.
Usually, it does not take more than an hour for the name to be approved/rejected, subject to the proposed name having certain terms (such as bank, finance, law, media and the likes) that may require the corresponding external government authority to review and approve it. In such a case, the name approval may come a few days or weeks later.
For increasing the probability of getting your company name approved faster, you must ensure that the planned name:
· Is not much like an already operating local company name
· Does not violate any copyrights
· Does not sound offensive or rude
· Has not been taken by any other company already
The reservation of an approved name lasts for 60 days since the date it has been applied for. This period can get an extension for another 60 days by way of an extension request that can be filed just before it expires.
Registering a Company in Singapore comprises submitting a company constitution (that was earlier referred to as Memorandum and Articles of Association) to ACRA.
The constitution is a legal instrument that aligns rules and policies on the internal governance of a company, its hierarchy, the entitlement and liaisons of its shareholders and other rules essential for the operation of the company. This document is normally seen by attorneys as a component of the incorporation process.
In the event of preparing a company constitution right from the basics, you can get to see several sample Constitutions here.
After the selection of your company name, address and formulating your constitution to be submitted, you can go ahead and complete the other requirements on BizFile+. Other essential details comprise shares information and also particulars of the directors and company officers.
The registration fee is S$315. After payment of the fee, it barely takes more than 15 minutes to set up a company. In case, the application is sent to be evaluated for approval, for example where the company intends to establish a school, the layout process would range from 14 days to 2 months.
To register a company in Singapore, ACRA has set requisites for provision of the following details:
ACRA will issue several documents confirming the incorporation of the company, which include:
As per its process, ACRA sends an official email message that confirms that the company has been incorporated. The email notification will comprise the company registration number and it is regarded as the official certificate of registration in Singapore.
A printed copy of the certification of incorporation is henceforth issued as a standard because, in normal circumstances, it is not mandatory in Singapore. A hardcopy can be acquired on request made online to ACRA, only after the company has been registered. A fee of around S$50 shall apply and the printed copy can be obtained from the office of ACRA, on the next business day.
A business profile along with the company details can be acquired from ACRA through an online request on BizFile+.
By and large, the document (a PDF file) can be downloaded in just an hour after the request and its contents are as follows:
From the above-listed documents, email notification of incorporation and company business profile are enough in Singapore for all legal and contractual matters, inclusive of the opening of corporate bank accounts, signing office lease, telephone/internet services subscription and others.
In addition to the constitution of the company, there is one more formal paper that is mandatory for the registration process of your company in Singapore. This is the shareholder agreement.
This agreement is a paper that makes clear the norms and standards of the management of a company. It also has details about the relations between different players like directors, shareholders and managers.
A shareholder agreement adds value to the company constitution by including certain rules, even when they are not within its ambit.
A detailed shareholder agreement allows for smooth management of the company and minimizes disputes between various business parties in the company.
Once the company has been registered successfully with ACRA, you might be required to file an application for a license or permit prior to starting business operations.
Applications for new licenses can also be filed via the GoBusiness Licensing portal (previously referred to as the LicenceOne portal), a single-window portal, using which entrepreneurs can apply for more than one licenses all at the same time, using a simple application and method of paying.
All you need to do is select the ‘Self-Service’ option
to apply to the concerned body.
If you intend to register a company in the food and beverage industry, GoBusiness Licensing has rolled out a new Guided Journey feature, to help you identify and apply for the essential licenses.
To access the Guided Journey feature, you must be a CorpPass user. This facility will be implemented in all other sectors in the times to come.
Registration for Goods and Services Tax (GST) with the Inland Revenue Authority of Singapore (IRAS) is easy when done via BizFile+. In majority of the situations, it is not mandatory to register for GST in the case of companies having a turnover that is more than $1 million, continuously for one entire year (12 months) OR even when the business owner anticipates the turnover to surpass the figure of $1 million in the coming 12 months.
It is possible to get a trademark registered with the Intellectual Property Office of Singapore (IPOS) via BizFile+. A trademark is a unique symbol that helps you distinguish your business’ goods or services from those of other entrepreneurs.
Your company name or logo can be portrayed in a graphical form.
To open a corporate bank account, you may file an application with the Bank of China, DBS Bank, Maybank, OCBC Bank, State Bank of India or UOB via BizFile+ just after you are done with the registration.
Once a new business entity has been registered, you are permitted to reserve a maximum of five choicest domain names (that end with “.com.sg” or “.sg”) with the Singapore Network Information Centre (SGNIC) via BizFile+. In the event of the reserved names being available for registration, you will receive a prompt notification.
In collaboration with Singapore Customs, ACRA has made it easier for business entities, keen on engaging in commercial ventures, to start their Customs Account. New traders can use the UEN Custom Accounts to apply for import, export, or trans-shipment permits or certificates, via TradeNet®.
You can use BizFile+ to subscribe to the GeBIZ Alerts service. GeBIZ Alerts is an e-service offering from Enterprise Singapore which keeps subscribers informed about the latest Government procurement prospects published on the Government Electronic (GeBIZ) portal, according to their choices.
Each year, Singapore experiences a massive arrival of talent from all over the world. The cause behind this strong liking is Singapore’s highly business-friendly atmosphere.
This write-up has been very promising and backed by data on the topic of Singapore company registration. It clarifies many concerns of applicants keen on registering a company in Singapore.
We recommend our clients to register the type of company that suits their purposes in the best ways.
Selection of the appropriate business arrangement for company registration in Singapore is a major decision since it can impact the tax applicable to the new undertaking.
Do get in touch with us for more information and getting your company easily registered in Singapore.
The Singapore Registry of Ships makes it easy and fast for you to register your ship in Singapore. Once all relevant documents have been submitted, ship registration will be completed within two hours, and there will be various benefits if registered as a Singapore ship. Relevant Act ∙ Regulation - Merchant Shipping Act - Merchant Shipping (Registration of Ships) 1996 Procedure for ship registration Step 1. Check eligibility for ship registration in Singapore Step 2. Prepare application form - Approval for vessel's name - Apply for vessel’s official number and call sign / signal letters Step 3. Submit the relevant documents for provisional or permanent registration Step 4. Pay the initial registration fee and annual tonnage tax Step 5. Vessel Registered Prerequisites for registration Owner Only the following persons may be registered as owners of Singapore vessels: 1. Citizens / Permanent Residents (PRs) of Singapore 2. Companies incorporated in Singapore A vessel may be registered under the ownership of a foreign, or a locally owned, Singapore incorporated company 1) A foreign owned company is a company incorporated in Singapore in which more than 50% of its equity is owned by non-citizens of Singapore 2) A local owned company is a company incorporated in Singapore in which more than 50% of its equity is owned by citizens of Singapore, or by another local owned company Vessel Generally, ships less than 17 years would be considered for registration Provisional registration The Provisional Certificate is valid for a maximum period of one year with no possibility of extension. The vessel must be transferred to the permanent register before the end of this period. Documents to be submitted for Provisional Registration: - Application Form - Business Profile reported to Accounting and Corporate Regulatory Authority (ACRA) Appointment of A Manager Owners must appoint a manager whose residence is in Singapore. All communications relating to the vessel will be directed to the manager. The manager will be responsible for the operations of the vessel for all matters related to the crew, safety and prevention of pollution. ∙ An individual owner may appoint himself as the manager. ∙ A corporate owner may appoint a person in the company to be the vessel’s manager. ∙ If a company is appointed as the vessel’s manager instead, the name of the person in the company with the ultimate responsibility for the vessel and his status in the company must be clearly indicated. If there is any change in the manager, the owner must complete a new appointment of manager form and submit it to the Registrar within 7 days of the change. Evidence of Ownership - (New vessel) A copy of the Builder’s Certificate - (Existing vessel) A copy of the Bill of Sale or the transcript of its former registry, or any other similar document that can demonstrate its ownership Value of the Vessel The owner must declare the value of the vessel in Singapore dollars under the company’s letterhead if this is not already reflected in the other documents submitted (i.e. Bill of Sale). Tonnage Certificate All vessels must have their tonnages determined in accordance with the provisions of the Merchant Shipping (Tonnage) Regulations (which gives effect to the International Convention on Tonnage Measurement of Ships, 1969 (TM 69)). A tonnage certificate may be issued by the MPA’s Shipping Division or any of the classification societies authorized by the MPA (Maritime and Port Authority of Singapore) to do so. Class Certificate Class certificate may be accepted as evidence of seaworthiness. - (New vessel) Interim class certificate or Statement of entry - (Existing vessel) Statement of class maintained Tax benefits of SRS (Singapore Registry of Ships) To encourage companies to develop businesses in Singapore, ship registry offers benefits to Singapore-registered vessels. Withholding Tax (WHT) Exemption To further promote the growth of the maritime sector, qualifying shipping enterprises will enjoy automatic WHT exemption on interest and related payments made in respect of arrangements obtained to finance the purchase or construction of vessels, or the purchase of containers and intermodal equipment. Tax exemption Profits derived from the operation of a Singapore vessel are exempt from Singapore income tax. Singapore shipping industry Singapore registry of ships Source: MPA (Maritime and Port Authority of Singapore) BY NUMBER BY '000 GT 2008 3,843 43,702 2009 3,950 45,632 2010 3,978 48,783 2011 4,111 57,360 2012 4,232 65,018 2013 4,379 73,615 2014 4,595 82,249 2015 4,739 86,300 2016 4,717 88,023 2017 4,578 88,808 2018 4,456 90,944 2019 Jan 4,468 92,133 Feb 4,469 92,486 Mar 4,472 93,075 Apr 4,471 93,926 May 4,465 95,411 Jun 4,460 95,808 Jul 4,461 96,234 Aug 4,447 96,116 Sep 4,446 96,885 Oct 4,463 97,736 Vessel Arrivals Source: MPA (Maritime and Port Authority of Singapore) BY NUMBER BY '000 GT 2008 131,695 1,621,065 2009 130,575 1,784,669 2010 127,299 1,919,408 2011 127,998 2,120,282 2012 130,422 2,254,353 2013 139,417 2,326,121 2014 134,883 2,371,107 2015 132,922 2,504,155 2016 138,998 2,662,695 2017 145,147 2,799,585 2018 140,768 2,791,966 2019 Jan 11,678 248,250 Feb 10,275 214,560 Mar 11,509 229,405 Apr 11,243 226,032 May 11,697 235,454 Jun 11,138 227,457 Jul 11,554 238,851 Aug 11,739 236,774 Sep 11,547 244,462 Oct 12,026 250,282 ▶ The largest container ports worldwide in 2018, based on throughput (in million TEUs) Largest container ports worldwide - by volume of cargo handled 2018 The port of Shanghai was the largest container port in 2018, handling containers with a capacity of 42 million Twenty-foot Equivalent Units (TEU). In 2018, nine out of the ten busiest container ports were located in Asia. The world's largest container ports The busiest container ports in Asia include Shanghai, Singapore, and Hong Kong. In the United States, the neighboring ports of Los Angeles and Long Beach form the largest container hub in the country. The cities of Rotterdam, Hamburg, and Antwerp are home to the largest ports in Europe. The world's largest container terminals Singapore’s PSA International is ranked among the world’s leading marine terminal operators, followed by Hutchison Port Holdings, which is headquartered in the British Virgin Islands. PSA International operates several ports around the world, generating about four billion Singapore dollars in revenue in 2018. If you have any questions about Singapore company incorporation and investment, please contact us via Contact Us page. We will provide you with a variety of solutions for efficient business operations as well as practical advice on legal requirements.read more
The Employment Pass (EP) is a work permit scheme aimed at skilled overseas employees with professional expertise, managers, and company directors who want to work and live in Singapore. This article spreads out specific information on the EP, including the overall perspective, criteria to apply for employment pass and registering a company and applying for an employment pass. Employment Pass – The Overall Perspective The Employment Pass (EP) is meant for expats who work as officers, managers and qualified experts in Singapore. First-ever applicants may get an EP for the first two years, following which it can get a renewal for a maximum of three years at one go. The EP is assigned to persons having employment offers, inclusive of a monthly salary of at least SG$3,600 (US$2.629). Aspirants with higher experience are offered more salaries so that they are eligible for this work visa. Nominees that have been offered a salary of SG$6,000 (US$4,383) or more per month, qualify to apply for a dependent’s pass for their legitimate spouse and unmarried children below the age of 21 years to be with them in Singapore. Applicants keen on bringing their parents, common-law spouse, or stepchildren should file an application for the Long Term Visit Pass (LTVP).The requirements are similar to those for dependent’s pass, nevertheless, only those with a minimum fixed monthly salary of S$12,000 (US$8,768) are eligible to get their parents into the country. No foreign employee tax or quota is allowed for this particular work permit. Additionally, it takes a maximum of 5 weeks to process EP applications. This process takes three weeks if done online. Conditions to Apply for Employment Pass Employment Pass in Singapore - Eligible or Not You qualify to file an application for an Employment Pass for Singapore, provided you fulfil all the conditions given below: You will work as a manager, an executive or a professional. You will fulfil the least Employment Pass salary conditions: If your work experience is less or you are a fresh graduate, your salary must be at least S$3,600. If you are older and more experienced, the EP lowest monthly salary benchmark will be higher. It is compulsory to be sufficiently qualified, such as having a university diploma, special competencies, or specialized skills. The Ministry of Manpower takes a call on whether an applicant fulfils the conditions of a Singapore Employment Pass. There are no approved institutes where you can take up work. Rather, the MOM considers other standards to determine your eligibility to get the EP, for instance, your employer’s ratings and labor standards, or your own requisite skills. If you are considering applying for the EP, you may undertake an assessment test the Self-Assessment Tool (SAT) on MOM’s website for determining whether you qualify or not. Fill in your details, your employment track record, education, and your prospective salary. The tool will let you know if you fulfil the requirements for the Employment Pass or any other pass. Documents Required for the Employment Pass While applying for a Singapore Employment Pass, the following supporting documents are a must: Filled Application Form for Employment Pass that can be downloaded from the MOM’s website. It must have yours (the foreign employee) and your employer’s (or an authorized person from the company) signatures. It must have the hiring company’s stamp. Photocopy of your passport’s personal information page and the issue/expiry date. Your academic certifications, like diplomas and degree qualifications. Corroboration for your academic certifications and paperwork, available at Dataflow or other worldwide verification authorities. At times, a notary certificate is not sufficient. If you are a Chinese citizen, a verification from China Higher Education Student Information and Career Center or China Academic Degrees & Graduate Education Information will suffice. The latest resume. Fresh passport-size photograph, according to the Singapore photo criterion. Copy of your prospective employer’s business profile. A narrative of your job responsibilities/duties. Letter of Support or Registration from a Registration Agency, Professional Body, or Accreditation Agency. On the basis of occupation, these letters of support can be availed from the following professional associations: Singapore Medical Council (Doctors) Singapore Dental Council (Dentists) Allied Health Professions Council (Diagnostic radiographers, Occupational therapists, Physiotherapists, Radiation therapists, Speech therapist) Singapore Nursing Board (Nurses) Singapore Pharmacy Council (Pharmacists) Traditional Chinese Medicine Practitioners Board (TCM Practitioners) Legal Services Regulatory Authority (Lawyers) Sport Singapore (Football player or coach) For the staff members of an eatery setup: A copy of the license from the Singapore Food Agency (SFA). Additional Documents Required In addition to the already mentioned documents, when you apply to get your Employment Pass issued, you will need to present: Your passport details. Details about your Short-Term Visit Pass or immigration pass. Your address of residence in Singapore. Your Embarkation/Disembarkation Card. If required: A medical examination form or a health declaration form. (As mentioned in the IPA letter, you will require a medical checkup. This must be done in Singapore.) Your IPA letter. Remember that those who process your application have the right to ask for further papers after they have the application. Documents in a language other than English are required to be translated into English. A scheme for registering a company and applying for employment pass Company Establishment + Employment Pass Application Service In the case of foreigner business professional inclined to start a company and move to Singapore to manage its operations, the following criteria need to be met: 1. Incorporation of a Singapore company 2. Acquiring a Singapore Employment Pass work visa Singapore Company Setup Requirements · A local registered office address · 1 resident director · At least 1 shareholder · 1 company secretary · A paid-up capital of at least S$1 In the case of foreigner business professional inclined to start a company and move to Singapore to manage its operations, the following criteria need to be met: 1. Pearson & Partners can help you set up your Singapore company and we can help you hire a resident nominee director as a provisional solution, till you get your Employment Pass 2. Submit your Employment Pass application 3. Transfer the directorship after receiving your Employment Pass 4. Move to Singapore and initiate your business Conclusion So essentially, the Employment Pass (EP) is a primary form of work visa that the Singapore government has for qualified professionals, executives, managers, owners and directors keen on taking up specialty positions in Singapore. We are a registered filing agent who provides custom-build solutions to new businesses in Singapore. If you are employing foreign workers and if you have questions regarding Singapore work visa, contact us for further info. We can help you with all company registration issues, in addition to applying for a work pass without you being physically present in Singapore.read more