How to register a company in SINGAPORE in 2020
Since 2003, Healy Consultants Group PLC assists Clients to register a company in Singapore. Our services include i) Singapore business registration ii) corporate bank account opening services in Singapore and globally iii) employee recruitment iv) residence visa strategies and v) office rental solutions.
About Singapore company set up
Popular business entities in Singapore
|Compare different Singapore entities||Tax resident LLC||Tax exempt LLC||Free zone LLC||LLP||Representative Office|
|Best use of company?||All purposes||Trading/holding||Global trading||Professional services||Marketing & research|
|How soon to invoice Clients?||1 week||Cannot trade locally||1 week||1 week||Not allowed|
|How soon can you hire staff?||1 week||1 week||1 week||1 week||1 week|
|How soon can you sign a lease agreement?||1 week||1 week||1 week||1 week||1 week|
|How long to supply co. reg / tax numbers?||1 week||1 week||1 week||1 week||1 week|
|How long to supply corporate bank a/c?||6 weeks||6 weeks||6 weeks||6 weeks||6 weeks|
|Corporate tax rate on annual net profits?||17%||0%||17%||0%||0%|
|Effective tax rate on US$500,000?||10%||0%||10%||0%||0%|
|Limited liability entity?||Yes||Yes||Yes||Yes||No|
|Res. director/partner/ legal rep. required?||Yes||Yes||Yes||Yes||Yes|
|Min. paid up share capital?||US$1||US$1||US$1||US$1||None|
|Corporate bank account location?||DBS||Switzerland||UOB||DBS||SBI|
|Can secure trade finance?||Yes||Yes||Yes||Yes||No|
|VAT payable on sales to local customers?||7%||0%||0%||7%||0%|
|Average total engagement costs?||US$11,530||US$11,490||US$13,340||US$11,530||US$8,800|
|Average total engagement period?||2 months||2 months||2 months||2 months||2 months|
|Subject to i) new start up and ii) partial tax exemptions?||Yes||No||No||Yes||No|
|Accounting and tax considerations||Tax resident LLC||Tax exempt LLC||Free zone LLC||LLP||Representative Office|
|Statutory corporate tax payable?||17%||0%||17%||0%||0%|
|Legally tax exempt if properly structured?||No||Yes||No||Yes||Yes|
|Must file an annual company tax return?||Yes||Yes||Yes||No||No|
|Must file annual financial statements?||Yes||Yes||Yes||No||No|
|Access to double taxation treaties?||Yes||No||Yes||No||No|
|Government grants available?||Yes||No||Yes||Yes||No|
|Group HQ tax incentives?||Yes||No||Yes||Yes||No|
|Company Registration||Tax resident LLC||Tax exempt LLC||Free zone LLC||LLP||Representative Office|
|Minimum number of directors/managers?||1||1||1||1||1|
|Minimum number of shareholders/partners?||1||1||1||2||Parent company|
|Shelf companies available?||Yes||Yes||No||No||No|
|Time to incorporate a new entity?||1 week||1 week||1 week||1 week||1 week|
|Can easily convert to a PLC?||Yes||Yes||Yes||No||No|
|Public register of shareholders and directors?||Yes||Yes||Yes||Yes||Yes|
|Can have preference shareholders?||Yes||Yes||Yes||Yes||No|
|This entity will likely be regulated by?||ACRA||ACRA||ACRA||ACRA||ACRA|
|Business Considerations||Tax resident LLC||Tax exempt LLC||Free zone LLC||LLP||Representative Office|
|Good entity for trademark registration?||Yes||Yes||Yes||Yes||No|
|Can secure an import and export license?||Yes||No||Yes||Yes||No|
|Can bid for Government contracts?||Yes||No||Yes||Yes||No|
|Can secure residence visa for business owner?||Yes||No||Yes||Yes||Yes|
|Monthly GST reporting to the Government?||No|
|Maximum number of staff allowed?||No maximum limit|
|Our Client must travel to Singapore?||No|
|Can be wholly foreign owned?||Yes|
|Maximum shareholding for foreigners?||100%|
|Govt. approval required for foreign owners?||No|
|Temp. physical office solutions available?||Yes|
|You need local resident as bank signatory?||No|
|Withholding tax on payments to shareholders?||0%|
|Must appoint an auditor?||No|
|Dividends received are legally tax exempt?||Yes|
|Security deposit to be kept with Government?||No|
|Must sign an office lease agreement?||No|
|S/holder/director docs attested?||Yes|
|Foreign non-resident director needs a work permit?||No|
|S/holder/director docs translated?||No|
|Expatriate to local staff ratio?||Depends on business activity|
|Other useful information|
|What will be included in my customer sales invoice?||Read more|
|Singapore has signed free trade agreements?||Yes|
|Singapore is a member of WIPO/TRIPS?||Yes|
|Singapore is a member of the ICSID?||Yes|
|Average customs duties suffered?||0.50%|
|Average monthly office rent? (US$/sq m)||37|
|Minimum statutory annual salary?||None|
|Average US$ salary for local skilled staff?||US$3,800|
|S$ deposit interest rate? (1 year average)||0.40%|
|US$ deposit interest rate (year average)?||0.10%|
|Overseas remittance currency controls?||None|
|Multi-currency bank accounts available?||Yes|
|Corporate visa debit cards available?||No|
|Quality of e-banking platform?||Excellent|
|Crypto-friendly banks available?||No|
|Crowd funding available in this country?||Yes|
Advantages of doing business in Singapore
- Singapore business set up is straightforward, requiring i) one shareholder and ii) a paid-up capital of just US$1. Read more here.
- A properly-structured Singapore company can be legally exempt from corporation tax. Read more here.
- A Singapore non-resident company is legally tax exempt if it does not have a bank account in Singapore.
- Singapore-based exporters benefit from tariff concessions and fast market entry thanks to a comprehensive network of free trade agreements.
- Singapore is well regulated, foreign investment laws are enforced by local courts, and there is low corruption.
- As well as being safe for investments, Singapore presents a good image to global Clients.
- Singapore is a global financial centre, with a sophisticated banking system and no controls over the repatriation of funds overseas.
- The Singapore government offers incentives, including tax breaks and grants, to locally-incorporated companies. Read more here.
- Registering a company in Singapore an ideal entry point to Asian tech markets. Of 11 ‘tech unicorns’ in Southeast Asia, five are Singapore-based.
- Singapore aims to be the world’s first smart nation, and has a national artificial intelligence (AI) strategy. Read more here.
- Singapore is the world’s fourth-largest FinTech investment hub, supported by FinTech-friendly regulations. Read more here.
- A Singapore offshore company is a tax-efficient way to access the US$237 billion global crypto-currency market. Read more here.
- Singapore has the world’s fastest fixed broadband.
- Investors setting up a company in Singapore have access to some of the best qualified talent in Asia.
Disadvantages of doing business in Singapore
- It is becoming harder to hire foreign workers. See more information in this report.
- Singapore is the world’s second most expensive city. The average monthly salary is US$3,600 for professionals.
- Singapore banks do not welcome tax haven entities as customers.
- All resident firms must have at least one resident director, who can either be a citizen, permanent resident or work pass holder in the country.
- As a services and export-based economy, Singapore depends on the economic health of China, the USA and EU.
Typical Singapore engagement steps
- Consultation with Healy Consultants Group PLC experts, including i) discussing goals for the business ii) optimum corporate structure iii) potential licensing requirements and iv) our fees.
- Reserving the company name at BizFile.
- Client confirms ownership structure, including i) shareholders and ii) directors.
- Client appoints company secretary to manage the company’s statutory administration and annual returns.
- The Client confirms which registered office address is to be used.
- Healy Consultants Group PLC drafts the company constitution, which includes the company’s i) share capital ii) registered address and iii) shareholders and directors.
- Our team drafts a detailed engagement project plan mapping out the entire process from i) company incorporation ii) tax registration iii) corporate bank account opening and iv) obtaining applicable licences.
- We gather all documents required to complete Singapore company incorporation, and assist our Clients to complete and authenticate them.
- Our Singapore Incorporation Team submits the incorporation package to the Accounting and Corporate Regulatory Authority (ACRA) via Bizfile.
- Within three days of submission, the entity is incorporated. Our Firm immediately emails our Client with the certificate of incorporation and company extract (view sample of a business profile).
- The Client applies for a corporate bank account for his business. Our team helps prepare a quality business plan for the bank to optimise the probability of corporate bank account approval.
- The company registers for GST, applies for employee visas and obtain government grants and incentives, if required.
- If required, we assist our Clients obtaining licenses for their Singapore companies.
- Healy Consultants Group PLC couriers a full company kit to our Client, including i) original corporate documents ii) unopened bank correspondence and iii) Client feedback survey.
Typical Singapore engagement timeline
Opening a corporate bank account in Singapore
Singapore is a global financial centre home to top tier international banks. It is not necessary for our Clients to travel to Singapore to open a local multi-currency bank account. Healy Consultants Group PLC can complete formalities on your behalf. Foreign companies can open a Singapore business account without having to register a local company.
Singapore accounting & tax considerations
Goods & Services Tax
Personal Income Tax
Deadline for e-filing corporate tax return
- EntrePass, for foreign entrepreneurs wanting to live and start a company in Singapore.
- Employment Pass (EP). Employers must apply for an EP when hiring foreign professionals, managers and executives where the minimum monthly salary is S$3,600.
- S Pass or Work Permit, for mid-level skilled or semi-skilled foreign workers where the minimum salary is at least S$2,300 per month.
- Dependant’s Pass, for spouses and children of EntrePass, EP or S Pass holders on a minimum salary of S$6,000 per month.
- Long Term Visit Pass. This visa is for parents, common law spouses, stepchildren or handicapped children of EP or S Pass holders.
Frequently asked questions
How do I set up a company in Singapore?
To set up a company in Singapore, the process is as follows:
- After setting our fees, our Client returns us scans of the KYC documents required from each shareholder, director and beneficial owner;
- Thereafter, our Firm will email pre-filled incorporation forms to our Client for signature;
- Upon receipt of the documents, our Firm registers the company, usually within three business days or less. Our Client mails us hard copies of all KYC documents and signed forms over the following month.
I want to set up a small business in Singapore. Should I use a sole proprietorship or private limited company?
We recommend that our Clients set up a company rather than a sole proprietorship, as all qualifying start-up LLCs enjoy tax rebates on profits in the first three years. A 100% tax exemption is possible on the first SG$100,000 and 50% tax exemption on the next SG$200,000. The LLC also limits the owner’s losses in the event that the business fails, since the company’s debts are not attributable to the shareholders. Incorporating a company also simplifies international growth in the event that the business succeeds.
How can a foreigner register a company in Singapore?
A foreigner can register a company in Singapore by following the below checklist for company registration:
- Submit a list of three names, in the order of preference, through a Singapore resident to reserve the preferred one;
- Determine the company structure, including the share allotment;
- Appoint the directors, where at least one director is resident;
- Appoint a resident company secretary;
- Provide a local address for registration;
- Draft and sign the company constitution and incorporation forms;
- Submit the documents above to ACRA for their review and company registration approval;
- Secure the official company registration documents, including Certificate of Incorporation and the company extract, Bizfile;
- Order a company stamp;
- Apply for bank account opening;
- Apply for GST registration and government grants, if required;
- Apply for specific business licenses, if required.
The rules might vary for different entities; however the basic incorporation steps apply.
Why incorporate a company in Singapore?
Singapore is a low-tax jurisdiction with government incentives to benefit foreign entrepreneurs. Furthermore, it is possible to engage in offshore company incorporation in Singapore, which can be legally 100% tax-exempt.
Am I required to travel to incorporate a Singapore company?
No. Our Clients will not be required to travel to complete the incorporation process.
What is the cost to register a company in Singapore with a corporate bank account without travel?
To register a company in Singapore for a foreigner, according to the ACRA guidelines, the costs of name application and company registration amount to around SG$315. To this you need to add the costs of ordering the Certificate of Incorporation and the company stamp, which will amount to an additional fee of approximate SG$80. Once the company is registered and depending on the business activity, there will be several banks that will be ready to onboard the company. However, each bank has different deposit and maintenance requirements.
A standard package is offered by Healy Consultants Group PLC for Singapore company registration services without travel. The package is inclusive of everything from company formation, multi-currency corporate bank account opening, resident director services, corporate secretary and local registration address and the government fees.
Can a foreigner set up a private limited company in Singapore?
Yes, a foreigner can set up a private limited company in Singapore easily. In fact, Singapore laws allow 100% foreign ownership of a private limited company. However, there are a few mandatory requirements to fulfil:
- One resident director in Singapore (the foreign owners can apply for an Entre Pass if they want to be the resident director);
- A Singapore-based company secretary;
- A valid local address.
More information on the procedure and required documents from a foreigner setting up a business in Singapore can be found on our website.
Can a foreigner set up a sole proprietorship in Singapore?
Yes, foreigners can register a sole proprietorship in Singapore, if there is an authorized resident representative of the business. The foreign owner can either appoint a Singapore citizen to be the resident representative, or they can become a resident in Singapore by becoming an Entre Pass holder.
What are the advantages and disadvantages of a limited private company in Singapore?
Below is a list of advantages and disadvantages of a limited private company in Singapore.
- Tax incentives and exemptions are available to newly incorporated companies;
- Profits are taxed at corporate tax rates;
- Separate legal status of the companies means that the owners are not personally liable for the debts and losses of the company;
- There is no explicit lifetime of a Pte Ltd and the company does not cease to exist if one or more shareholders die;
- Ownership of the company is transferrable;
- Additional owners can be included up to a total of 50 shareholders;
- Higher likelihood of availing loans from banks.
- i) Resident director and ii) company secretary and iii) local address requirement;
- Directors need to disclose their interests in the company’s shares, contracts, and debentures;
- High costs of starting and running a new business;
- Stringent regulations to hire foreign workers;
- Mandatory compliance with ACRA and IRAS;
What are the options for foreign companies to register in Singapore?
There are four options for foreign companies to register in Singapore: they can set up a branch office, a subsidiary, a representative office and re-domiciliate.
Subsidiaries are locally incorporated and privately limited companies set up under the umbrella of a parent company. Subsidiaries are legally separate from the parent company and can enjoy tax exemptions like local tax-residents.
- Branch office
A branch office is an ideal option for companies aiming at shorter-term market expansion. The parent company is responsible for the activities of the branch office. Please note that a branch office is not a resident entity and cannot avail any tax exemptions. The registration can be done online by the parent company.
- Representative office
Representative offices are suitable for companies which want to test the market. The only activities that Representative Offices can conduct is market research and marketing activities, before taking on a full-fledged market presence in Singapore. They cannot enter into contracts or trading activities; and are not taxed as they cannot and do not earn profits.
The last option is to change the existing jurisdiction of your business and relocate to Singapore to become a local company instead, as per this relocation guide from ACRA.
How to set up a branch of a foreign company in Singapore?
The parent company can set up a branch in if it has at least one authorized representative ordinarily resident in Singapore.
- The first step is to apply for the name of the office – which must be the same as the parent company. The applicable fee is $15;
- After the name is approved, the next step is to register with ACRA and paying the registration fee of $300;
- The branch can start operations once it is approved by ACRA.
Are there any additional requirements for some foreign nationals to start a business in Singapore?
No, the requirements to register a company in Singapore for a foreigner do not differ from nationality to nationality.
Is there a direct Government conversion tool from SP/ Partnership to LLC?
No. Singapore Government does not provide a direct conversion tool for this process. However, Healy Consultants can negate this with our complete transition solution, including: i) securing limited liability company status; ii) complete asset transfer and iii) proprietorship or partnership deregistration.
Is limited liability beneficial for my business?
Yes, Limited liability companies minimize financial and legal risks for their owners against creditor claims over their personal assets.
Can my new LLC have the same name as my old partnership?
Yes. Healy Consultants will secure the same name for your new limited liability business, as part of our complete transition solution.
Is an LLC more tax-efficient than a partnership?
Yes. Partnerships suffer higher tax burdens, as company profits fall under personal income taxation and cannot obtain a wide array of Singapore Government tax grants.
Why set up Singapore offshore companies?
A Singapore non-resident company i) is exempt of capital gains tax, withholding tax, value added tax, sales tax and accumulated tax ii) enjoys a positive reputation with suppliers, Clients and investors and iii) can be an excellent global holding company. For more detailed information, please to refer to our section on “Uses of an offshore company.
How do I form a Singapore entity?
Healy Consultants will register your firm with the Accounting and Corporate Regulatory Authority (ACRA) and then courier you the certificate of incorporation. We will also open the corporate bank account for your company.
Can my offshore firm be wholly foreign-owned?
Yes. Your company can be wholly foreign owned.
Where should I open my offshore business bank account?
For optimum business solutions, we recommend our Client open an account with HSBC, SCB or Citibank.
Will I be required to apply for business licence to form a tax free company?
No. If your business activity requires a licence, then that company cannot be considered an offshore entity. Consequently, such as entity cannot be legally tax exempt.
Who will help my offshore business formation with accounting requirements?
Our firm is specialist in bookkeeping and accounting services. We will your firm prepare annual financial statements.
What business visa are available?
Non-tax resident Singapore companies are not eligible to apply for EP, PEP nor EntrePass visa.
Will my offshore company be tax-exempt?
Yes, if your company does not conduct any local business it will be legally tax exempt.
Does my offshore business setup benefit from Singapore’s double taxation treaties?
No. Since, your company will already be non resident, it can not benefit under the double taxation treaties.
I am setting up a company in Singapore and want to apply for an entrepreneur pass. Am I eligible?
Clients seeking an EntrePass must fulfill certain criteria. The company must have a minimum paid up capital of US$50,000 and the applicant must hold at least 30% of shares in the company. Furthermore, the company must meet at least one of the following requirements: i) receives funding or investment from a recognized third-party VC or business angel who is accredited by a Singapore Government agency ii) holds an IP that is registered with an approved national IP institution iii) has ongoing research collaboration with a research institution recognized by A*STAR or Institutes of Higher Learning in Singapore iv) is an incubatee at a Singapore Government supported incubator.
I want to pursue Singapore employment pass application. How do I find out if I will be eligible?
Clients pursuing an E pass or an S pass can take a Self-Assessment Test to determine whether they will be eligible for an E pass or an S pass.
Do I need a physical office space to form a company in Singapore?
No, a legal registered business address is sufficient to form a new business in Singapore. As part of our Singapore company formation services, Healy Consultants can provide our Clients with i) legal registered office ii) virtual office services and iii) assistance finding physical office space in Singapore.
What is a company secretary in Singapore useful for?
First of all, a resident company secretary is mandatory to set up a company in Singapore. A company secretary in Singapore is very useful because they are the main point of contact between the company and the local authorities, as follows:
- Liaising with ACRA – the Singapore regulatory authority;
- Maintaining statutory company registers;
- Preparing board meetings and AGMs;
- Performing administrative activities for the company;
- Providing advisory services to the directors, shareholders and owners;
- Playing the role of a fiduciary to avoid any potential conflict of interests.
It is crucial to have a reliable company secretary to maintain legal compliance and run your business successfully.
How can my company accept online payments from customers?
In order to setup online payments, Clients can open an ecommerce merchant account in Singapore. Most of our Clients request for both debit card and credit card processing accounts. Healy Consultants can guide you in this matter.
I want to start a private education institution (PEI) in Singapore. Which authorities will I have to report to?
What is the cost of setting up a school in Singapore?
Healy Consultants fees for registration of a private school range from US$20,000 to US$45,000.
Where can I find further information regarding registration of a private school in Singapore?
Read relevant information on registration of a private school in Singapore.
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