Setting up a company in Singapore

Setting up a company in Singapore is a procedure that allows you to start a business in one of Asia's most developed nations. The Republic of Singapore is a state in Southeast Asia. The country's legal system is based on English common law.

Singapore is known for its favorable business environment, and many companies choose to establish their presence in the country due to its robust financial infrastructure. One of the essential elements of any business is a bank account, and Singapore offers a variety of options to suit the needs of different businesses.

Singapore is a vibrant and dynamic business hub with a diverse economy and a strong focus on innovation and technology. Here are some of the most popular areas of business activity in Singapore: Finance and Banking, Technology and Innovation, Logistics and Transportation, IT services, wholesale trade and Fintech.

Establishing a company in Singapore can be of great value to the founder, enhancing their reputation and allowing them to expand across the Asian Continent. The country is known for its financial stability and enabling legislation, which allows non-residents from different countries to open a business in Singapore without unnecessary bureaucratic procedures.

TYPES OF COMPANIES

Singapore law provides for a variety of business legal forms, but for a foreign investor, the Private Limited Company is of most requested.

The following are the types of companies in Singapore:

• Private Limited Company;
• Limited Liability Partnership;
• Sole Proprietorship;
• Business Trust.

PRIVATE LIMITED COMPANY

An LTD is a dynamic structure with the number of shareholders ranging from 1 to 50, where at least 1 director must be a resident of the country. In the process of setting up a Pte LTD in Singapore, an entity with a separate legal status is created.

Once registered as a Singapore LTD, such an entity can buy or sell real estate in its own name. Shareholders have limited liability for losses or debts of LTD. As a tax resident, a local LTD receives all tax benefits offered by the authorities. The amount of the minimum share capital is not legally regulated.

KEY REQUIREMENTS FOR LTD REGISTRATIONS:

• The maximum number of shareholders is 50;
• No payment of capital is required upon incorporation;
• Only registered shares may be issued, which cannot be freely transferred to third parties unless approved by a shareholders' meeting;
• The company is managed by at least two directors, one of whom must be a resident of Singapore;
• Only natural persons are entitled to be company directors;
• The company is required to have a secretary (natural or legal person) who is resident in Singapore;
• The company is registered only with a valid Singapore address.

LIMITED LIABILITY PARTNERSHIP

Limited Liability Partnership (LP) is an alternative business model in Singapore. A LP is a partnership consisting of at least 2 partners, where one is a full or general partner and the other is a silent partner. 

An LP in Singapore is not a separate legal entity and therefore is not allowed to own property on its behalf. The general partner is liable for the actions of the LP and for all debts and liabilities of the firm. The limited partners are not liable for the debts and liabilities of the business in excess of its agreed contribution, provided that they do not participate in the management of the LP.

KEY REQUIREMENTS FOR LP REGISTRATIONS:

• The partnership is established by at least two partners;
• There are two types of partners: general partners and limited partners;
• General partner can be a managing director;
• The general partners are managed in accordance with the provisions of the Memorandum of Association;
• No minimum capital requirement;
• The LP is registered only with a valid address.

TAXES FOR LTD AND LP

Tax on corporate income is imposed at a flat rate of 17%. A partial tax exemption and a three-year start-up tax exemption for qualifying start-up companies are available.

REPORTS AND AUDITS

A Singapore registered company is obliged to appoint its own auditor and submit annual financial statements. Those companies whose annual turnover does not exceed S$50 million may be exempt from such duties.

COMPANY’S BANK ACCOUNT

To open a company bank account in Singapore, a company must first be registered with the Accounting and Corporate Regulatory Authority (ACRA) and have a valid Business Registration Number (BRN). Additionally, the company should have a physical office address in Singapore.

Most banks in Singapore offer company bank accounts, and the account opening process can be done either online or in-person at a bank branch. Before proceeding with the application, the company should research different banks' fees, minimum balances, and features to determine which bank and account type will best suit their needs.

It is essential to understand the fees and charges associated with a company bank account in Singapore before opening one. Banks typically charge a monthly account fee, transaction fees, and fees for additional services such as wire transfers and cheque processing. Some banks may also require a minimum balance in the account.

Opening a bank account in Singapore is a straightforward process, and it's a critical step for individuals and businesses looking to conduct financial transactions in the country. As a global financial hub, Singapore's banking sector offers a wide range of services with competitive interest rates and low fees.

There are several banks in Singapore to choose from, and each has its own strengths and weaknesses. Our qualified experts can help you select the bank that best suits your needs based on factors such as the bank's reputation, services offered, fees charged, and location of their branches. will guide you through the application process, ensuring that all forms are filled out accurately and completely. We can assist with both online and in-person applications.

WHAT IS A COMPANY REGISTRATION FEE IN SINGAPORE?

A company registration fee in Singapore refers to the fee that must be paid to the Accounting and Corporate Regulatory Authority (ACRA) to register a new company or incorporate a new business entity in Singapore.

It is important to note that the registration fee is just one of the many costs associated with starting a business in Singapore.

Other expenses may include rent, salaries, business licenses, permits, and taxes. Companies should carefully plan and budget for these expenses before embarking on the registration process to ensure they have sufficient funds to operate and grow their business.

You can find out the price of registration and other nuances of starting a business in this jurisdiction by signing a form on our website. Our team of experts will work with you to identify the best banking solutions that meet your unique requirements.

WHAT ISSUES MAY ARISE DURING THE REGISTRATION PROCESS?

Setting up a company in Singapore is not an easy process, especially for those who are engaged in such a procedure for the first time. There are many legal subtleties that will have to be considered. Problems may arise at the very first stage - choosing a name. Checking its uniqueness is the responsibility of the business owner. Complications sometimes arise at the stage of paperwork as well. You need to consider many nuances known only to legally qualified professionals.

Problems often arise with the registration of a company abroad. That is why in the final case you need the assistance of a professional advisor. Key2Law is ready to offer you the following assistance in the setting up of a company in Singapore and other countries.

It is essential for companies to work with reputable and experienced companies to ensure a smooth registration process and compliance with all necessary regulatory requirements. By doing so, companies can minimize the risk of encountering issues during the registration process and focus on growing their business in Singapore.

We have extensive experience in the procedure of setting up a company, opening bank accounts in any country and in the other ambitious legal questions. Our qualified experts will provide professional assistance in setting up a company and explain the advantages and disadvantages of distinct types of activities in Singapore. Similarly, we can help with the purchase and sale of existing companies in this jurisdiction.

In order to find out more information, you can use the opportunity to order a consultation on the regulation of activities in Singapore from our specialists. You can contact us using the feedback form or the contacts listed on the website.