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Company Incorporation in Singapore

Most of the entrepreneur visionaries are inclined to register their business on the lines of a private limited company. Majority of these business setups are highly compliant with Singapore’s judicature. Going forward, we will get to know a wide array of facts with respect to Company Registration in Singapore. Based on this information, you will come to know that building an entrepreneurial profession in Singapore is easier than convenience itself.

Company Types for Foreign Entrepreneurs

The best business is not always the business that is best for you. An overview of the business forms that work in Singapore will help you decide the best business choice for you.

  • Private Limited Company (Pte. Ltd)
  • Subsidiary Company
  • Branch Office

1. Private Limited Company (Pte. Ltd)

A private limited company is a LLCs (Limited Liability Companies).

  • It can have either 1 or 50 shareholders (owners).
  • A minimum one of the directors must be a Singapore resident.
  • An individual, who is at least 18 years old, is eligible for company formation in Singapore.
  • It has legal identity independent of its owners.
  • It holds the entitlements of a natural person.
  • It can own property in its name.
  • It can sue or be sued in its own right. Thus, shareholders are not involved in the legal proceedings.
  • It does not depend on any individual member or shareholder for its existence.
  • The shareholders are not accountable for any loss or debt by a Pte. Ltd.
  • Foreigners can have 100% ownership of company shares.
  • The process for transferring ownership is as easy as it gets.
  • The name company should end with Pte. Ltd., Private Limited, Limited, Inc, etc.

2. Subsidiary Company

A subsidiary company is an LLC that is independent of its parent foreign corporate.

  • Foreigners can hold 100% of its shares
  • Generally, the foreign corporate serves as the principal shareholder.
  • A subsidiary company gets the consideration of a local company.
  • It enjoys all the tax incentives, waivers, and allowances given by local authorities.
  • It is accountable for its own debts and losses arising out of its business operations.
  • The holding organization is only liable for the capital it has invested in the shares.

3. Branch Office

A branch office is treated different from a local company.

  • It is an extended version of the foreign parent company.
  • The Memorandum and Articles of Association (M&AA) of the parent company are applicable to its management and infrastructure.
  • The liability of its business-oriented debts and losses have to be incurred by the parent company.

Incorporation Procedures

Before being incorporated, every Singapore Company needs to get a license from the Accounting and Corporate Regulatory Authority (ARCA) to get the company registered.

1. Requirement for Singapore company incorporation

  • At least one Shareholder (individual or corporate entity)
  • At least one Local Resident Director
  • One Company Secretary
  • Minimum initial paid-up share of S$1 capital
  • A physical Singapore registered office address

2. Company Name Approval

  • Shortlist two to three company names of your choice.
  • Select the name keeping in mind its uniqueness, originality and relevance.
  • The name should not infringe copyrights, trademarks, or patent rights.
  • The name once approved, can be retained for 60 days

3. Register your company in Singapore

  • File board resolutions, KYC and other due diligence documents before company incorporation.
  • After all the necessary documents have been signed and verified, the application will be submitted.
  • Upon successful incorporation of company, you will get a soft copy of the incorporation certificate via email.

4. Open a Singapore Company bank account

If all requisite paperwork is complete and submitted to the bank without rework or turnarounds, it takes around 1-2 weeks.
Since professional corporate service firms have good liaisons with different banks, it helps expedite the account opening process. However, in case the signatories are overseas, their physical presence maybe needed for verification.

Required Documents

The documents required to incorporate a company comprise:

  • Company Name and SSIC code
  • A concise overview of the Business Activities
  • Particulars of Shareholders, Directors and Company Secretary
  • Registered Office Address
  • Memorandum and Articles of Association (commonly referred to as M&AA or Constitution)

For majority of the banks, the basic paperwork for opening a bank account would comprise the following:

  • Application Form
  • Directors’ Resolution in Writing to approve the Opening of the Bank Account and its Certified Extract
  • Certified True Copy of the Certificate Confirming Incorporation of Company (“Certificate”)
  • Certified True Copy of the Official Company Register (known also as the Business Profile) to evidence the current directors and its shareholders
  • Certified True Copy of the Company’s Memorandum and Articles of Association
  • NRIC / Passport Copies of the proposed bank signatories
  • Minimum Deposit

To learn more about which company structure is most suitable for your business expansion, please contact us.

Thank you for your interest in Pearson.

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