Registering a private limited company in Singapore can be a complex process, but with the right guidance, it can be achieved efficiently and effectively. In this article, we will take you through a step-by-step guide to registering a private limited company in Singapore, including the requirements and fees involved.
Step 1: Choose a Business Name
The first step in registering a private limited company in Singapore is to choose a unique and compliant business name. The business name must be in English and cannot be identical or similar to an existing name. It is also mandatory to include the words “Private Limited” or its abbreviation “Pte. Ltd.” in the company name.
Before submitting the name to the Registry of Companies and Businesses (ACRA), you must ensure that it is unique and available. You can check the availability of the name by using the e-Register service on ACRA’s website.
Step 2: Appoint Directors and Shareholders
For a private limited company, you must appoint at least one director and one shareholder. The directors and shareholders can be individuals or entities, such as another private limited company.
The appointed directors must be at least 18 years old, of unsound mind or an undischarged bankrupt. They must also possess a local Singapore address for service. The appointed shareholder(s) can be any individual or entity, as long as they are above 18 years old and have a local Singapore address for service.
Step 3: Register the Company with ACRA
Once the business name, directors, and shareholders have been selected, you can proceed to register the company with ACRA. The registration process can be completed online through the e-Register service or by submitting the hardcopy forms to the Registry.
The following documents and information are required for registration:
- Business name and description
- Business address in Singapore
- Contact person and their email address
- Contact person’s mobile phone number and/or email address for service
- Directors’ and shareholders’ particulars, including name, national identification number, and date of birth
- Register of directors and shareholders (to be lodged with the Registry within 1 month of incorporation)
ACRA will issue a Unique Entity Number (UEN) and a Business Profile for the company upon successful registration.
Step 4: Obtain Business License and Tax Registration
Depending on the industry and business activities, additional licenses and permits may be required. You should check with the relevant authorities and industry associations to determine what licenses and permits are needed.
In addition, all companies in Singapore must register for Goods and Services Tax (GST) if their annual turnover exceeds SGD 1 million. You must also register with the Inland Revenue Authority of Singapore (IRAS) to obtain a Business Registration number.
Step 5: Open a Business Bank Account
To operate a private limited company in Singapore, you need to open a business bank account with a local bank. The business bank account will be used for transactional purposes and must be in the name of the company.
The following documents are typically required for opening a business bank account:
- Company incorporation documents, such as the business registration certificate and company constitution
- Director’s identification documents and proof of address
- Shareholder’s identification documents and proof of address
- Business license and certificate of registration with ACRA
Conclusion
Registering a private limited company in Singapore is a complex process that involves several steps and requirements. By following this step-by-step guide, you can ensure that your company is registered correctly and efficiently.
It is essential to note that the registration process and requirements may change over time. It is always recommended to consult with a professional services firm or accountant to ensure that you comply with all applicable laws and regulations.
Frequently Asked Questions
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Q: How long does it take to register a private limited company in Singapore?
A: The registration process typically takes 1-3 hours to complete online or 1-2 days by submitting hardcopy forms.
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Q: What are the penalties for non-compliance with the registration requirements?
A: Failure to comply with the registration requirements can result in penalties, fines, and even the dissolution of the company.
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Q: Do I need to register with ACRA separately for a business license and tax registration?
A: Yes, you need to register separately with ACRA for business license and tax registration, as they are two different entities.
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Q: Can a foreigner be a shareholder or director of a Singapore private limited company?
A: Yes, a foreigner can be a shareholder or director of a Singapore private limited company, subject to certain requirements and regulations.
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Q: Do I need to file annual returns with ACRA?
A: Yes, private limited companies in Singapore must file annual returns with ACRA within 1 month of their anniversary date.