How to Register a Company in Singapore: 2023 Comprehensive Guide
Welcome to our comprehensive guide on registering a company in Singapore. Whether you’re an entrepreneur or a business enthusiast, understanding the process of company registration in Singapore is crucial. In this guide, we’ll walk you through the steps involved, providing you with valuable insights and expert tips. By the end, you’ll have a clear understanding of the procedures, legal requirements, and benefits of establishing your company in Singapore.
Why Singapore?
Singapore is renowned for its business-friendly environment, strategic location, and robust legal framework. Registering a company here offers numerous advantages, including access to global markets, tax incentives, and political stability. Before diving into the registration process, let’s explore the key benefits of setting up your business in this thriving city-state.
Benefits of Establishing a Company in Singapore
- Global Business Hub: Singapore serves as a gateway to the Asia-Pacific region, connecting businesses to international markets.
- Tax Advantages: The country offers attractive tax incentives and a low corporate tax rate, encouraging business growth.
- Political Stability: Singapore boasts a stable political climate, ensuring a secure environment for businesses to thrive.
- Strong Legal Framework: The city-state has a well-established legal system, providing businesses with clarity and confidence.
- Skilled Workforce: Access to a highly skilled and diverse workforce enhances the productivity and competitiveness of businesses.
Before Registering Your Company in Singapore: Detailed Considerations
If you’re on the verge of registering your company in Singapore, it’s imperative to grasp the intricacies of the process. Here’s a comprehensive breakdown of essential factors to ponder before embarking on your entrepreneurial journey in this dynamic country.
1. Approval of Company Name:
The initial step involves gaining approval for your chosen company name. Singaporean authorities require every company’s name to be unique and directly related to its core business activities. Thoroughly research the availability and uniqueness of your proposed name to prevent delays in the registration process.
2. Directorship Requirements:
Resident Director: At least one resident* director is mandatory. This director must be a Singaporean citizen, Permanent Resident, or possess an Employment Pass or Dependant Pass.
Additional Directors: While one director is compulsory, you have the flexibility to appoint multiple resident or non-resident directors. All directors, regardless of their residency, must be at least 18 years old, free of any bankruptcy history, and devoid of past malpractice charges.
Shareholders as Directors: Shareholders can also assume director roles, facilitating seamless management and decision-making processes.
3. Shareholder Composition:
Your company can have a minimum of one and a maximum of fifty shareholders. These shareholders can also be directors, promoting a fluid corporate structure.
Shareholders may include both local and foreign individuals or corporate entities. Remarkably, Singapore allows 100% non-local shareholding, offering flexibility in structuring ownership.
4. Company Secretary Appointment:
Within six months of incorporation, it is imperative to appoint a qualified resident* company secretary. This professional oversees regulatory compliance, ensuring adherence to legal obligations and deadlines.
Notably, sole directors and shareholders cannot simultaneously act as the company secretaries to maintain independence and regulatory integrity.
5. Paid-Up Capital Requirement:
A nominal paid-up capital of at least S$1 is mandatory for the initial registration. Importantly, this amount can be augmented post-incorporation, allowing financial flexibility as your business grows.
6. Registered Address:
Designate a local physical address in Singapore as your company’s registered address. This address serves as the official communication point and must be a genuine physical location, either residential or commercial. P.O. Box addresses are not permissible.
7. Tax Benefits and Obligations:
Singapore boasts enticing tax benefits for registered companies. Initially, businesses enjoy a tax rate of less than 9% on the first S$300,000 of annual profits, rendering it highly advantageous for startups and SMEs.
Following this initial bracket, a flat corporate tax rate of 17% applies. Moreover, Singaporean companies are exempt from capital gains and dividend taxes, making it a tax-efficient jurisdiction for business operations.
Incorporating a company in Singapore demands meticulous attention to these regulations and requirements. By ensuring compliance and understanding the nuances of Singaporean corporate law, you pave the way for a seamless and successful company registration process.
Required Documents for Registering Your Singapore Company: A Detailed Overview
When venturing into the process of registering your company in Singapore, meticulous attention to documentation is essential. Here’s a comprehensive list of the documents you’ll need to furnish:
1. Company Name:
Provide the proposed name for your company, ensuring it aligns with the regulatory guidelines and is unique to prevent any conflicts.
2. Brief Description of Business Activities:
Outline a succinct description of your business activities, highlighting the core services or products your company will offer.
3. Shareholders’ Particulars:
Submit detailed information about the shareholders, including their names, addresses, nationalities, and the number of shares they hold in the company.
4. Directors’ Particulars:
Furnish comprehensive details about the directors, including their names, residential addresses, nationalities, and copies of their identification documents.
5. Registered Address:
Designate a local physical address in Singapore to serve as the official registered address of your company. This must be a genuine location, either residential or commercial, and not a P.O. Box.
6. Company Secretary Particulars:
Provide information about your appointed company secretary, including their name, residential address, and proof of qualifications and appointment.
7. Constitution:
Prepare the company’s constitution, outlining the internal regulations, structure, and guidelines for governance within the organisation.
Additional Requirements for Professional Service Firms:
For Non-Residents:
- Copy of Passport: A clear copy of the passport, ensuring all details are legible.
- Proof of Overseas Residential Address: Documentation proving the overseas residential address of the non-resident shareholders or directors.
- Know-Your-Client (KYC) Information: This may include bank reference letters, personal and business profiles, and any other documents as per the regulatory requirements.
For Singapore Residents:
Copy of Singapore Identity Card: A clear copy of the Singapore identity card for resident shareholders or directors.
For Corporate Entity Shareholder(s):
Copy of Registration Documents: Provide relevant corporate documents, such as the Certificate of Incorporation and Constitution of the corporate entity shareholders.
Ensuring the accuracy and completeness of these documents is vital for a smooth and efficient company registration process in Singapore. Should you choose to engage the services of a professional firm, promptly provide these documents to facilitate the preparation of necessary paperwork.
Starting a Singapore Company as a Non-Resident: Key Considerations
Embarking on the journey to establish a Singapore company as a non-resident involves navigating specific regulations and processes. Here’s a breakdown of essential information you need to know beyond the general guidelines:
1. Engaging a Professional Firm:
Singaporean law mandates that non-resident individuals or entities cannot self-register a company. Therefore, it’s imperative to engage a professional firm experienced in Singaporean company registration. Their expertise will ensure seamless compliance with legal requirements.
2. Singapore Work Visa Not Required:
Unlike some countries, you don’t need a Singapore work visa to incorporate a private limited company, even if you plan to operate your business from overseas. Short visits to Singapore for company matters can be managed on a visitor visa. However, for this setup, you must appoint a local director to meet the minimum one resident director requirement.
3. Nominee Local Resident Director Option:
If finding a local director is challenging, professional firms often offer the service of electing a nominee local resident director on your behalf. This solution ensures adherence to the regulatory requirement without the need for your physical presence in Singapore. Check the firm’s services page for detailed information on this option.
4. Relocating to Singapore:
Should you plan to move to Singapore to actively operate your company, obtaining an Employment Pass or Entrepreneur Pass is necessary. These passes allow you to act as the local resident director of your company, meeting the legal requirements seamlessly.
5. Virtual Handling of Formalities:
The entire process of Singapore company registration and work permit formalities can be managed remotely. Physical presence in Singapore is generally unnecessary, except when opening a bank account with a Singapore-based bank. This convenience simplifies the process for non-resident entrepreneurs.
Navigating these considerations requires careful planning and expert guidance. By partnering with a reliable professional firm, you can ensure a smooth incorporation process, whether you operate your business from overseas or plan to relocate to Singapore in the future. Remember, each step taken with informed decisions brings you closer to establishing your successful venture in Singapore.
How to Register a Singapore Company: Simplified in 3 Steps
Registering a company in Singapore has never been easier, thanks to our streamlined process at SOAS. We’ve simplified the entire procedure into three straightforward steps, ensuring a hassle-free experience for both Singaporeans/PRs and foreigners.
1. Choose the Service:
At SOAS, we offer comprehensive company incorporation service packages tailored for Singaporeans, PRs, and foreigners. Select the services you require, and then sit back and relax. We handle the rest for you, ensuring a smooth and efficient registration process.
2. Sign Documents Online:
Once you’ve chosen your desired Singapore Company Incorporation Services, we prepare the necessary documents. These documents will be conveniently presented to you online. Signing them is fast, safe, and incredibly easy. Our secure online platform ensures a seamless experience, allowing you to complete this step with confidence and ease.
3. We File for You:
In the final stage of the registration process, our dedicated team takes charge. We promptly file all your documents with ACRA Singapore, the Accounting and Corporate Regulatory Authority. Rest assured, we handle all the intricate paperwork, ensuring accuracy and compliance with regulatory standards.
Different Processes for Locals and Foreigners:
It’s important to note that the process of company incorporation varies for Singaporeans/PRs and foreigners.
For Singaporeans and PRs:
Register your business in Singapore within 48 hours with minimal effort on your part. Simply fill out the necessary forms, and we handle the rest, ensuring a swift and efficient registration process tailored to your local needs.
For Foreigners:
Expand your business in Singapore seamlessly with our all-in-one company incorporation solution. As a foreigner, you may require additional services, such as Corporate Secretary and Nominee Director. We provide these essential services to facilitate your company’s incorporation journey, ensuring a smooth expansion into the Singaporean market.
At SOAS, we pride ourselves on providing an automated and user-friendly registration process. Whether you’re a local entrepreneur or a foreign business owner, our services are designed to simplify your experience, making company registration in Singapore a hassle-free endeavor. Start your business journey with confidence and ease by choosing SOAS as your trusted partner.
How to Confirm the Incorporation of Your Singapore Company?
Once your Singapore company has been successfully incorporated, you will receive an official email notification from ACRA, the Accounting and Corporate Regulatory Authority. This email serves as the official certificate of incorporation in Singapore and contains crucial information, including your company registration number. It is the primary confirmation of your company’s legal existence.
1. Official Email Notification:
ACRA will send an email confirmation to the provided contact address. This email notification acts as your official certificate of incorporation.
2. Certificate of Incorporation (Hard Copy):
By default, ACRA no longer issues hard copy certificates of incorporation. However, if you require a physical certificate, you can make an online request to ACRA for a fee of S$50 per copy. These certificates can be collected the following day from the ACRA office.
3. PDF Version of Company Business Profile:
You can also obtain a PDF version of your company’s business profile by making an online request and paying a nominal application fee. This document, available for download within an hour of the request, contains vital details such as:
- Company name and registration number
- Previous names (if any)
- Incorporation date
- Principal activities
- Paid-up capital
- Registered office address
- Shareholders’ details
- Directors’ details
- Company secretary details
Legal and Contractual Validity:
Both the email notification of incorporation and the company business profile are legally sufficient in Singapore for all purposes. This includes actions like opening corporate bank accounts, signing office leases, and subscribing to telephone/internet services.
Additional Items You Might Need:
Upon registration, you may require the following essential items:
- Share Certificates: Issued to individual shareholders, indicating their ownership.
- Share Register: A document detailing shares allocated to each shareholder.
- Company Seal: A stamp bearing your company’s official emblem, often used for formal documents.
- Rubber Stamp: A practical tool for everyday administrative tasks, such as document authorisation.
Ensuring you have these documents and items in order will facilitate the smooth operation of your newly incorporated Singapore company. With these essentials in place, you’re well-prepared to engage in various business activities and establish your presence in the market.
After Successfully Registering Your Singapore Company: Essential Steps
Congratulations on successfully registering your Singapore company! To ensure a seamless start to your business operations, there are key steps you need to take:
1. Open a Corporate Bank Account:
You can open a corporate bank account in major banks like HSBC, Standard Chartered, Citibank, DBS, OCBC, UOB, etc.
Note: Some banks may require the physical presence of company principals for account opening. If you can’t visit Singapore, choose a bank without this requirement.
2. Obtain Necessary Business Licenses:
Depending on your business activities (e.g., restaurants, educational institutes, travel agencies, financial services, import/export), you might need specific licenses.
Refer to our Singapore Business Licenses Guide for detailed information on the licenses relevant to your industry.
3. Register for Goods and Services Tax (GST) if Applicable:
If your projected annual revenue exceeds SGD 1 million, you must register for Goods and Services Tax (GST), currently set at 8%.
GST-registered companies need to charge this tax to clients on goods and services and remit the amount to tax authorities.
Consult our Singapore GST Guide for comprehensive details on GST obligations and procedures.
4. Fulfil Annual Filing Requirements:
The Singapore Companies Act mandates specific annual filing requirements for registered companies.
Stay compliant with these requirements, ensuring timely submissions.
Our Guide on Annual Filing Requirements for Singapore Companies offers detailed insights into these obligations.
Completing these crucial steps post-registration ensures legal compliance, financial stability, and a strong foundation for your business in Singapore. Remember, thorough understanding and adherence to local regulations are vital for the smooth operation and growth of your company.
How to Open a Corporate Bank Account in Singapore: A Step-by-Step Guide
Opening a corporate bank account in Singapore is a straightforward yet crucial process for businesses. Here’s a step-by-step guide to help you navigate the procedure:
1. Understand the Requirements:
Familiarize yourself with the necessary documents and eligibility criteria set by banks. Common requirements include proof of company registration, identification documents of directors and shareholders, business plans, and financial projections.
2. Choose the Right Bank:
Research local and international banks operating in Singapore. Consider factors such as services offered, fees, minimum balance requirements, online banking facilities, and customer support. Choose a bank that aligns with your business needs.
3. Gather Essential Documents:
Prepare all required documents, including:
- Company’s Certificate of Incorporation
- Business Profile from ACRA (Accounting and Corporate Regulatory Authority)
- Directors’ and Shareholders’ IDs and proof of address
- Business licenses and permits (if applicable)
- Business plan and financial projections
4. Visit the Bank or Contact Online:
Schedule an appointment with the chosen bank’s business banking division. Alternatively, some banks offer online application processes where you can initiate the account opening remotely.
5. Attend the Meeting or Complete Online Application:
If visiting in person, meet with the bank representative. Discuss your business requirements and provide the necessary documents.
For online applications, fill out the forms, upload the required documents securely, and await further instructions from the bank.
6. Await Approval and Account Activation:
The bank will review your application and documents. Once approved, you’ll receive an account number and other relevant details.
Activate your account, usually by making an initial deposit, either online or at a branch.
7. Access Online Banking Services:
Upon activation, set up online banking services. This includes business internet banking, mobile banking apps, and other digital services offered by the bank.
8. Maintain Compliance:
Regularly update the bank about any changes in the company structure or contact details.
Ensure timely compliance with regulatory requirements to maintain a healthy banking relationship.
Opening a corporate bank account is a pivotal step for your business in Singapore. Choose a bank that not only meets your immediate needs but also aligns with your long-term financial goals. By following these steps diligently, you’ll establish a secure and efficient banking foundation for your company’s operations.
Company Registration Services by SOAS:
SOAS stands out as a leading provider of comprehensive company formation and administration services tailored to businesses of all sizes in Singapore. Our commitment to excellence and personalised solutions sets us apart, making us the preferred choice for Foreign Entrepreneurs, Foreign Companies, and Singapore Residents. Here’s why businesses trust us:
1. Expertise Built Over 15+ Years:
With over 15 years of experience in Singapore’s business landscape, we bring unparalleled expertise to every client interaction. Our deep understanding of local regulations ensures a seamless and compliant registration process.
2. Cutting-Edge Cloud Technology:
We leverage state-of-the-art cloud technology and infrastructure, enhancing efficiency and security in our services. Our innovative solutions are designed to meet the evolving needs of modern businesses, making the registration process swift and hassle-free.
3. Proven Track Record:
Having successfully incorporated 1000+ businesses in Singapore, our track record speaks volumes about our reliability and effectiveness. We take pride in the success stories of our clients, and we are committed to replicating these achievements for every business we assist.
4. 100% Singapore Based Specialists:
Our dedicated team comprises 100% Singapore-based specialists who possess in-depth knowledge of local regulations and market trends. We provide personalised guidance, ensuring that each client receives tailored solutions aligned with their unique requirements.
5. Customised Company Formation Solutions:
At SOAS, we understand that every business is unique. That’s why we offer customised company formation solutions exclusively designed to meet the specific needs of Foreign Entrepreneurs, Foreign Companies, and Singapore Residents. Our personalised approach ensures that your business objectives are met effectively.
Partnering with SOAS means gaining a trusted ally dedicated to your business’s success. Whether you’re a foreign entrepreneur venturing into Singapore or a resident looking to establish a new enterprise, our expertise, advanced technology, and client-centric approach guarantee a seamless and rewarding company registration experience. Let us navigate the complexities while you focus on building your business legacy in Singapore.