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FAQs

Here are the most asked questions about doing business in Singapore.

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  • Incorporation
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  • Incorporation

    What is the number of directors required to register a company in Singapore?

    At least one director is required to register a Private Limited Company in Singapore. There is no upper limit on the number of directors, even though a maximum number is usually specified in the Constitution of the Company. Additionally, a director should be a natural person and not a corporate entity and it is a must for one of the directors to be Singapore resident. 

  • Incorporation

    Do you provide a nominee director service?

    Yes, absolutely. We can help foreigners who would like to set up a company in Singapore by providing a nominee director to meet the Government’s requirement (of having at least one local resident director). 

  • Incorporation

    Do I need to register my Singapore business with ACRA?

    In normal cases, the business owner is required to setup a legal entity to incorporate and conduct business in Singapore. However, if you are administering business in Singapore under your name, you do not need to register with the Registrar.

    Within the framework of the Business Registration Act, these are the businesses that do not require to be registered:

    Authorized hawkers;

    Artisans who work from home;

    Cab drivers;

    Trishaw riders;

    Sampan man giving his sampan for hire; and

    Farmers and prawn/fish pond keepers.

    Additionally, a foreign company will not be considered as conducting business in Singapore simply because in Singapore it —

    Is or gets involved in any action or suit or any managerial or arbitration proceeding or is consequent of settlement of an action, suit or proceeding or of any claim or dispute;

    Arranges for meetings of its directors or shareholders or conducts other internal operations;

    Operates any bank account;

    Influences any sale by means of an independent contractor;

    Solicits or procures any order that binds like a contract, provided that such order is accepted outside Singapore;

    Generates evidence of any debt or forms a charge on movable or immovable property;

    Obtains or collects one or more of its debts or imposes its rights with respect to any securities pertaining to such debts;

    Carries out a solitary transaction that culminated in just 31 days, but not being one of a number of similar transactions repeated every now and then;

    Invests any of its funds or is a property owner;

    Sets up a share transfer or share registration office in Singapore; or

    Executes any transaction through its associated corporation, licensed or approved by any law framed by the Monetary Authority of Singapore, established under the Monetary Authority of Singapore Act (Cap. 186), under an arrangement approved by the Authority.

  • Incorporation

    What is paid-up capital?

    Paid-up capital is the sum total of capital that comes as funds from shareholders. That is to say, it indicates the total amount of money received by a company from its shareholders for the shares purchased by them. 

  • Incorporation

    Are any business licenses required to operate a company in Singapore?

    The category of business license you may require from an appropriate control authority, depends on the kind of business you decide to set up in Singapore. If the business is a restaurant or a food chain, it will need a license from the respective food regulatory authority.

    The best part is that bureaucracy has minimum interference in Singapore and majority of the businesses do not even necessitate a license. In cases where a license is mandatory, the process of applying for and getting approved your license is speedy, well-organized and straightforward.

  • Incorporation

    Do I first need approval of the name of my company?

    Yes, your company’s name must be approved by ACRA (Accounting and Corporate Regulatory Authority) before beginning the incorporation process. Approvals may just take an hour and the approved name is valid for up to 60 days. 

  • Incorporation

    What is the procedure for getting a company registered in Singapore?

    Company registration is a two-step procedure in Singapore:

    Reserving a Company Name 

    Prior registering a new company in Singapore, the company name has to be reserved. Hence, the first thing to do is to file an application to reserve your proposed company’s name. If the name proposed has no dispute with any of the existing names and is noncontroversial, it can get approved in just 10-15 minutes. You can reserve this approved name for 60 days from the date of approval.

    Company Incorporation 

    Once your company’s name has been approved, you can file an online application to register it. The application needs to contain:

    Details of business activities

    Details of the shareholder(s) and the shares issued to them

    Details of the company director(s)

    Details of company secretary

    Details of the registered office

    Signed Constitution of the Company

    In case a professional services firm is hired, the firm can help ensure that the information in your application is accurate and complete. Once everything is in place, it is just a matter of a few minutes for the incorporation application to be processed. As soon as it is processed, you will get a notice of incorporation via email. However, it may take more time if the application is additionally reviewed by the company registrar.

  • Incorporation

    What is the Memorandum and Articles of Association?

    The Memorandum and Articles of Association outlines the framework and the company’s internal rules. Section 22 (1) of the Companies Act makes it mandatory for all companies to include the following information in their memorandum:

    Company name

    Whether the liability of members is limited or unlimited

    For a company limited by guarantee, an undertaking that every member will contribute to the assets of the company

    Details of the subscribers to company shares

    A clause stating the subscribers’ desire to part of a company to pursue the memorandum and correspondingly accept to take the number of shares in the capital of the company against their respective names.

    According to the Companies Act, the proposed company must submit its Memorandum and Articles of Association to ACRA.

  • Incorporation

    What documents do I need for a Singapore Branch Office registration?

    For the registration of a Singapore Branch Office, the following information and documents are required:

    Name and registration number, registered office address and official capital of the foreign company;

    Business undertakings of the foreign company;

    Names, passport numbers, and addresses of the Directors of the Foreign Company;

    Names, Identification numbers, and addresses of two (2) Local Agents (must be Singapore Citizens or Singapore Permanent Residents) who are residents of Singapore;

    Registered office address in Singapore;

    Certified authenticated copy of the Certificate of Incorporation, duly notarized with Notarial Certificate;

    Certified true copy of the Memorandum and Articles of Association, duly notarized with Notarial Certificate.

  • Incorporation

    What documents do I need to submit for the purpose of incorporating a company in Singapore?

    Every non-resident shareholder/director is required to submit:

    Copy of passport, proof of residential address and bank reference letter

    Every resident shareholder/director needs to submit:

    A copy of Singapore ID

    Copy of passport for foreign individuals

    In the case a shareholder is also a corporate entity:

    Copy of the parent company’s certificate of incorporation

    Copy of official documents that indicate the registered address and directors of the parent company

  • Incorporation

    How long does it take to incorporate a company?

    Once we obtain the supporting documents (application form, a copy of passport, proof of residential address), incorporation can be done within 1-2 days. 

  • Incorporation

    What is the criteria to register as a shareholder in a company?

    A person or a different establishment, including a foreign corporation, can be a shareholder. According to the Singapore company law, a foreigner can hold 100 per cent of a company’s shares. Hence, a foreigner can register a Singapore company as its only shareholder.

    Likewise, a foreign company can establish a 100% owned local Singapore company (popularly known as a subsidiary company). A subsidiary company is evidently the most preferred business structure for foreign companies functioning in Singapore. The reason for this is the liability security and the tax benefits provided to this structure.

  • Incorporation

    What are the least and maximum numbers of shareholders that a company can have?

    At least 1 shareholder is required to register a Private Limited Company (LLC) in Singapore. The maximum number of shareholders that a Private Limited Company can have is 50. 

  • Incorporation

    Does a foreigner require to be physically present in Singapore to set up a company there?

    No. A foreigner does not have to be physically present in Singapore to start a company there. Every formality and documentation related to incorporation can be done online from any part of the World. However, within the framework of KYC procedures, the bank authorities may have to interview one or more of the prominent persons of the company. For this and for opening a bank account in Singapore, physical presence may be required. 

  • Incorporation

    Is it possible for a foreigner to incorporate a Singapore company on his own?

    No. According to the Singapore Company Law, every foreigner is required to hire the services of a licensed corporate service provider. 

  • Incorporation

    What are the key elements required to incorporate a company in Singapore?

    Any Singapore citizen or a foreigner can incorporate a company in Singapore

    At least 1 director and 1 shareholder

    At minimum, it is mandatory for 1 director to be a Singapore citizen (i.e., permanent resident or EP/DP holder)

    All owners of a company can be foreigners

    A minimum paid-up capital of $1 only

    A local registered address 

    A local eligible company secretary

Thank you for your interest in Pearson.

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