The Ultimate Guide to Incorporating a Company in Singapore: Regulations, Documents, and Fees
Singapore is one of the most popular destinations for startups and entrepreneurs to set up their businesses. The city-state offers a business-friendly environment, low taxes, and a highly developed infrastructure, making it an ideal location for companies to incorporate and grow. However, incorporating a company in Singapore can be a complex process, requiring compliance with regulations, submission of documents, and payment of fees. In this guide, we will walk you through the process of incorporating a company in Singapore, highlighting the regulations, documents, and fees involved.
Business Structure Options
Singapore offers several business structures for companies to choose from, including:
- Private Limited Company (Pte Ltd): A private limited company is the most common type of company in Singapore. It requires a minimum of one director and one shareholder, who can be the same person.
- Public Company (Pte Ltd): A public company is similar to a private limited company but is listed on the stock exchange.
- Limited Liability Partnership (LLP): An LLP is a business structure that combines the liability protection of a company with the tax benefits of a partnership.
- Sole Proprietorship: A sole proprietorship is a business owned by one person, with unlimited personal liability.
Incorporation Process
The incorporation process in Singapore involves several steps:
- Name Search**: The first step is to search for a unique company name that complies with the Singaporean regulations. The name search can be done online, and the name must end with the suffix “Private Limited” or “Pte Ltd”.
- Preparation of Documents**: The next step is to prepare the necessary documents, including the Memorandum and Articles of Association, which outlines the company’s objectives, share structure, and directors’ details.
- Submission of Documents**: The documents must be submitted to the Accounting and Corporate Regulatory Authority (ACRA) for approval. This can be done online, and the application fee is SGD 300.
- Payment of Registration Fees**: Once the application is approved, the registration fees must be paid. The registration fees for a private limited company are SGD 300.
- Obtaining Business Profile**: After the registration process is complete, the company will receive a business profile, which is a document that contains the company’s details, including its business name, registration number, and address.
Regulations
Singapore has a number of regulations that companies must comply with, including:
- Business Registration**: All companies must register with ACRA and obtain a registration number.
- Tax Compliance**: Companies are required to file tax returns and pay taxes on a regular basis.
- Auditing**: Companies with a turnover of SGD 5 million or more must have their financial statements audited annually.
- Annual Filing**: Companies must file an annual return with ACRA, which includes details about the company’s directors, shareholders, and financial performance.
Fees
The fees involved in incorporating a company in Singapore include:
- Application Fee**: SGD 300 (online application) or SGD 500 (manual application)
- Registration Fee**: SGD 300
- Annual Filing Fee**: SGD 300 (for the first year) or SGD 500 (for subsequent years)
Conclusion
Incorporating a company in Singapore can be a complex process, but with this guide, you should be well-equipped to navigate the regulations, documents, and fees involved. Remember to choose the right business structure for your company, comply with the regulations, and pay the necessary fees on time. With the right guidance, you can ensure a smooth and successful company incorporation process in Singapore.
FAQs
Q: What is the minimum number of directors and shareholders required for a private limited company in Singapore?
A: One director and one shareholder are required, who can be the same person.
Q: What is the minimum paid-up capital required for a private limited company in Singapore?
A: There is no minimum paid-up capital required, but the company must maintain a minimum paid-up capital of SGD 1 if it is a private company.
Q: What is the process for making changes to a company’s constitution?
A: Any changes to a company’s constitution must be approved by the company’s shareholders and directors, and then lodged with ACRA.
Q: What is the penalty for late filing of annual returns?
A: The penalty for late filing of annual returns is SGD 600 for the first year of late filing, and SGD 1,200 for subsequent years of late filing.
Q: Can a company be incorporated online?
A: Yes, companies can be incorporated online through ACRA’s online portal. The application fee for online applications is SGD 300, and the registration fee is SGD 300.
Q: What is the process for striking off a company from the register?
A: A company can be struck off the register if it is no longer carrying on business, has ceased operations, or has been deregistered. The process involves submitting an application to ACRA, which will review the application and strike off the company if it meets the criteria.
Q: Can a foreigner incorporate a company in Singapore?
A: Yes, foreigners can incorporate a company in Singapore, but they must appoint a local resident director, who is a Singapore citizen or permanent resident.
Q: What is the process for obtaining a business profile for a company?
A: A business profile can be obtained by submitting an application to ACRA, along with the required documents, including the company’s articles of association and a business profile form.
