Singapore is known as one of the best places in the world to start a company. The city-state has been ranked as such by the WorldBank for a few years now. The advantages of setting your business in Singapore are numerous : strategic location in the center of Asia, flexible immigration laws, attractive corporate tax framework, a financial hub with availability of private and government funding, an English talking environment, skilled human resources, protection of IP rights, and a high quality of life. Here’s a short guide on the process of incorporating your company in Singapore.
How to register your company?
Whether you are planning to start a small online shop, an application or the next Facebook, as long as your company carries out “on a continuous basis in order to make profit”, you need to register your business.
Before the registration
In order to avoid any surprise, Singaporean entrepreneurs need to take into account a few things:
- Self-registration is generally forbidden for foreigners. It is mandatory for them to go through a professional firm to register a Singapore company. Incorporation services are offered by professional firms like accounting firms, law firms, corporate secretarial agencies and service bureau.
- Regarding your Visa, if you are planning to relocate to Singapore, please refer to our previous article: “Which visa do I need in Singapore?”
- Before registering, you should learn and understand the different business structures and requirements, and choose one that meets your needs.
|Business Structure||Ownership||Legal status|
|Sole proprietorship||One owner only||Owner is personally accountable for all risks, debts and losses|
|Partnership||2 to 20 individuals or companies||• Partner is personally accountable for all risks, debts and losses
• Partner can also be made accountable for losses incurred by other partners
|Limited liability partnership||Minimum of 2 partners||Partners have limited liability but are personally liable for debts and losses resulting from their own wrongful actions.|
|Limited partnership||At least one general and one limited partner||• General partner: unlimited personal liability
• Limited partner: liable up to agreed investment
|Company||• Private: max 50 owners
• Public: unlimited owners
|• The most preferred and common business form in Singapore.
• A legal entity on its own separate from its owners. (Company’s directors and shareholders are not liable for company’s debts have limited liability and are not personally liable for debts and losses of company)
- After choosing the right structure, you need to decide on a name for your business. Check the availability of the name you want by searching ACRA’s online directory of businesses on BizFile and make sure it is not obscene or offensive.
Register your company
The registration of a company is done with the Accounting and Corporate Regulatory Authority. The ACRA is the national regulator of business entities and public accountants in Singapore. The procedure being all digital – you can register on the online portal BizFile with the assistance of an e-Guide - the incorporation can only take 1-2 days under normal circumstances. However, should your application need to be referred to other government agencies for approval or review, it may take between 14 days to 2 months to complete the process.
You can usually get the name approval notification within an hour. Nevertheless, if it contains some words such as bank, finance, law, or media etc., it might require the review and approval of the adequate government authority and the process may take longer.
The second step is to file the registration information and to get the approval from the ACRA. It generally takes a few hours if all the documents are ready and signed by the shareholders and the directors. In some cases, mostly depending on the nationalities of the latter, the authorities may ask for additional information and delay the registration.
Once your application has been successfully submitted, you will receive your Unique Entity Number. You are then on your way to start running your business.
The requirements after the registration
There are still some mandatory actions you need to do after completing the registration, the most important ones being:
The opening of your Corporate Bank Account: It is obviously unavoidable if you want to create a business. Each bank provides different services. It is important to have them fit your needs.
For instance: If you do not plan to visit Singapore, you should choose a bank that allows the opening of a corporate bank account without your attendance.
The understanding and application for the right Business Licenses: Depending on your business activities, some business licenses are required after the incorporation but before you can start any kind of operation.
Only a few businesses are concerned, here are a few examples: restaurants, educational institutes, travel agencies, financial services, import/export of goods, etc. Please refer to Singapore business licenses guide for more information.
The registration for the Goods and Service Tax (GST): GST registration is only mandatory if your company’s annual turnover exceeds SGD 1 million.
GST tax is also known as Value Added Tax (VAT) or Sales Tax in many other countries.
- Finally, don’t forget that there are some reporting requirements you must adhere to. You are responsible for ensuring that your information lodged with ACRA are updated and accurate at all times, by filling any changes of particulars via BizFile. Business entities will also need to lodge the necessary annual fillings.
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