Singapore Company Registration in 2022 – SBS Consulting

Singapore company registration process is free of red-tape and is an easy task. In addition, the government offers tax exemptions to startups and helps them with a number of schemes in their initial days.

The Accounting & Corporate Regulatory Authority (ACRA) acts as the Company Registrar. It supervises the process of Singapore company registration. It is as per the Companies Act, Chapter 50. And, you must fulfill all of its compliance requirements.

The locals, as well as foreign business owners, benefit by employing a registered filing agent to set up a business in Singapore. It is especially true for foreigners wanting to start a business in Singapore.

It can be difficult for foreigners to set up a new company in Singapore by themselves and hiring a local business registration provider can ease up the process significantly. Foreigners also need to acquire Singapore work visa or pass. With their expert knowledge of business registration in Singapore, these professionals can direct you to the precise solutions for the set up of new company, saving valuable time & money.

Types of Business Structure for Maximizing Tax Benefits

ACRA allows registering of following types of businesses.

• Private Limited Company (Pte. Ltd.)
• Sole Proprietorship
• Limited Liability Partnership (LLP)

Rather than registering and starting your business activity in a hurry, identify the business structure most suitable for you. You can read advantages and disadvantages of these business structures here before beginning with Singapore company registration process.

Refer below articles if you are confused about how to open a new company in Singapore.

Factors that Can Affect Your Choice of a Business Structure

Number of Owners/Members/Partners

• If you intend to set up a company in Singapore and act a sole business owner, registering a sole proprietorship may prove beneficial to you. You will be able to make all the business decisions.
• If you are two or more (up to 20) professionals/companies with a complementing set of skills, registering an LLP may prove beneficial for you.
• If you are a group of 1-50 individuals who own a part of the capital of the business at limited risk, you should register a new company in Singapore as Pte Ltd.

Initial Investment

If you want to start small, work hard, and grow your business, you should start your business registration in Singapore with a sole proprietorship and then converting it into a private limited company is an option open for you.

Liability

The business structure defines your liability. The liability of a sole proprietor and members in an LLP is unlimited. It puts their personal assets at risk. The liability of shareholders in a private limited company is limited to their investment in its shares. Shareholders’ personal assets are safe.

Income Tax Rates

• The Pte Ltd company pays corporate tax (0%-17%) on its taxable income. Its owners or the shareholders do not have to pay it.
• The owners of a sole proprietorship or a partnership have to pay personal income tax (0%-22%) on their income from their business.

Funding for Expansion

Banks, financial institutes, and investors find a private limited company more credible. It can easily raise capital for its growth or the expansion of its business activities. The credibility of a sole proprietorship depends on its proprietor, and that of LLP depends on its members. It is not easy for these businesses to find for their growth.

Why Set Up a Private Limited Company (Pte Ltd)

Your choice should enable you to manage the risk, liability, scaling of business, & brand image optimally. It is important to choose the right business structure as it affects your income tax returns.

The entrepreneurs wanting to register new company in Singapore prefer private limited company for its credibility, scalability and robustness.

• It has a distinct legal identity.
• The liability of the shareholders is limited to the amount they invested in purchasing its shares.
• If properly structured, a private limited company could be a highly tax-efficient business entity.
• Foreigners can own 100% of its shares.
• Any person over the age of 18 years, regardless of nationality, can incorporate a company in Singapore.

You can open company in Singapore as a private limited company to manage your risk and benefit from the tax exemptions. However, if your risk is minimal, you should better consult an expert. They may suggest you go with a sole proprietorship or an LLP instead of Pte Ltd company registration in Singapore.

If you register company in Singapore as Pte Ltd, it means it’s ready to meet added compliance requirements like preparing accounts, directors’ report, filing annual returns and conducting company’s audit. It may also involve appointing of an auditor, a company secretary, and a local director for your company. It all adds up and may prove to be costly.

Once you have chosen the business structure, you will need to meet the following requirements.

Key Requirements to Set Up Company in Singapore

If you are not sure about how to open new company in Singapore, you need to start with this checklist.

• Company name: Approved company name and registered with ACRA
• Director: Need at least one director who is either Singapore Citizen, Singapore Permanent Resident or EntrePass holder
• Shareholders: Minimum of 1 and a maximum of 50 shareholders
• Registered Local Address: You need a local registered address in Singapore for company office
• Company Secretary: Appoint at least one company secretary within six months from the registration date of the company
• Initial Paid-Up Capital: Minimum of S$1 in initial paid-up capital

Guidelines for Foreigners who wants to

register a new company in Singapore

Foreigners need to fulfill following requirements additionally to complete company registration in Singapore.

• Employ local director (Singaporean, Permanent Resident, or EntrePass holder)
• If your are struggling with the process of how to register a business in Singapore, hire a registered filing agent (accounting firm, law firm, or a corporate secretarial firm) to complete the registration process for you.

Step 1: Getting ACRA’s Approval for Your Company Name

You start registering a new company by getting its name approved from ACRA. The chances of quick approval will be higher if you keep the following things in mind.

• The name must be, unique, meaningful, easy to read and devoid of the vulgar or obscene word.
• Free of copyright issue. It should not infringe any trademark.
• Your company name may need approval from higher authority if it contains words like “Bank,” “Finance,” “Educational,” “Media,” etc.

To register your company name online visit BizFile+, a web portal maintained by ACRA.

***If you choose SBS Consulting’s company incorporation service, provide at least 3 names to check name availability with ACRA.

Once the company name is approved, it will be automatically reserved for you for 60 days from the date of application. If you cannot incorporate your company within this period, we can ask ACRA for an extension of another 60 days by filing a request on your behalf.

Step 2: Prepare Documents to Set Up Singapore Company

• Company name registered with ACRA
• A brief description of business activities
• Details of Singapore registered address of the company
• Particulars of shareholders
• Particulars of directors
• Particulars of company secretary
• Foreign Entrepreneurs must submit a copy of their passport and residential address proof (overseas)
• Foreign Companies must submit Memorandum & Articles of Associations
• Singapore Residents must submit a copy of their Singapore identity card

Step 3: Submit Application to ACRA

After the approval of the company name, you can apply for the company registration. It should not take much time to accomplish the process, assuming documents are in order. To register your Singapore company online visit BizFile+.

Our Singapore Company Registration Package S$699*

• FREE Corporate Secretary for 1 Year.
• FREE Registered Office for 1 Year.
• Government Incorporation Fees.
• Company Name Check & Reservation.
• Bank Account Opening Documents (E.g. Constitution, BizFile)
• Company Profile/Company Constitution (M&AA).
• Minutes of first Board Meeting.

• Email Reminders for Government Filing Deadlines.
• Electronic Certificate of Incorporation.
• Share Certificate(s).
• Preparation of Incorporation Documents such as, Form 45, Form 45B etc.
• Advisory for Tax, GST.
• Advisory on Company Registration.

Get Started

*All prices exclusive of 8% GST (Goods and Services Tax)

Complete Post Business-registration Formalities

Certificate of Incorporation

ACRA sends an email confirming the successful incorporation of the company. It includes the company registration number. This soft copy is treated as the official certificate of incorporation in Singapore.

However, we can obtain a hard copy of the certificate by making an online request. A nominal fee will be applicable.

Company Business Profile

You can obtain company business profile right after opening a company in Singapore. It contains particulars of the company and can be obtained online by paying a small fee. It comes in PDF file format which can be downloaded within an hour of the request.

The company business profile includes following key details:

• • Company name and registration number
  • Previous names for the company, if any
  • Registration date
  • Principal Business Activities
  • Paid-up capital
  • Registered address
  • Particulars of Shareholders/Directors /Company Secretary

After opening a company in Singapore, you need the soft copies of Certificate of Incorporation and Company Business Profile for legal and contractual activities. You need them for the opening of corporate bank account, signing of the office lease, subscribing to office utilities like the internet, and telephone

Acquire Business Licenses and Permits

Whether you need a business license or permit for your newly incorporated company, depends on the nature of its activities. If you need one, get it before commencing the activities. Restaurants, cleaning business, educational institutes, travel agencies, financial services, import/export of goods need business licenses.

Goods and Service Tax (GST) Registration

If the expected annual turnover of your company is more than S$1 million, you must register it for GST. Then, it is your responsibility to collect the 8% of GST from your clients.

You must remit it to the IRAS at the time of GST filing. In other countries, GST is also called as VAT (Value Added Tax).

Company’s Stamp

The company’s rubber stamp lends credibility to the company’s document. It has the name and registration number of the company engraved on it. The rubber stamp makes the official documents of the company look more authentic and professional.

Share Certificates

The company secretary issues share certificates to each of the shareholders. It serves as proof of their ownership in the company. It also shows the distribution of shareholding.

First Board Resolution

Immediately, after you register a company in Singapore, all its shareholders must meet. They must discuss and pass resolutions to appoint at least one director to take charge of company activities. They also need to pass resolutions to employ other company officials like an auditor, the company secretary, etc.

Also Read: Singapore Payroll Services

Compliance for Singapore Companies

After completing the process of company registration in Singapore, every company must fulfill a set of annual filing requirements to stay compliant with the law.

Accounting Requirements: All Singapore companies must maintain their accounting books in order. They need to maintain their general ledgers, accounts payable and account receivables, or fixed asset ledger and every other account on a timely basis. They need to prepare and file their annual financial statements with authority in XBRL format.

Convening of AGM: It is a mandatory requirement for every company to hold its AGM in every calendar year. The financial statements of the company are tabled for the shareholder’s approval.

Annual Returns Filing: Filing of Annual Returns has to be done after one month from the date of AGM of the company.

Corporate Tax Filing: The last dates of tax filing for companies are 30 November (paper-filing) and 15 December (e-filing).

Financial Year Determination: It is up to the companies to determine their financial year. It may run from January to December or April to March accounting cycle. The financial year (accounting cycle) can start in any month of the year.

SBS Consulting Pte Ltd is a reputed registered filing agent in Singapore. We assist and advise budding business owners in set up company in Singapore. If you have any doubts about how to register a business in Singapore, call us on +65 6536 0036 or send an email at [email protected] to know more.

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