How to incorporate a company in Singapore

Singapore is the third leading financial centre of the world after London and New York, as per the Global Financial Centres Index.

Singapore is known for its low tax rates, minimum bureaucracy, flexible immigration laws, skilled human resources, and of course, an extremely strategic location in the region.

It makes a lot of commercial sense to consider Singapore for incorporating a new company. But first, it is important to understand the rules involved.

1. Any individual (foreign or local) above 18 years of age can get a company incorporated in Singapore.

2. The name of the company to be incorporated in Singapore must be approved prior to incorporation. This approval must be from the Accounting & Corporate Regulatory Authority, Singapore (ACRA). All you have to do is fill in the required application form and pay a fee of S$15.

It normally takes about an hour for the naming approval process to be completed. The necessary checks are done to ensure that the proposed name is neither identical nor too similar to any pre-existing entity’s name, does not violate any trademarks, is not obscene and is not already reserved by someone else.

Upon getting the green light, this approval remains valid for 60 days before incorporation. 

3. It is mandatory that there is at least one Singaporean or Singapore permanent resident as a director in the company’s Board of Directors. None of the directors must have ever been bankrupt or convicted. Even a non-shareholder can be a director.

4. A privately limited company incorporated in Singapore must have a minimum of one shareholder and a maximum of 50. 100% foreign or local shareholding is allowed.  

5. Within six months of incorporation, it is mandatory that the company appoints a qualified Company Secretary who is a Singapore resident. In the event that the company has only one shareholder/sole director – he/she cannot be appointed as Company Secretary.

6. The minimum share capital required is S$1. There is no maximum limit imposed – shares can be issued or transferred any time after incorporation.

7. The company must have a Singapore address as its registered office address. However, it must NOT be a Post Office Box Number.

8. Singapore law forbids a foreign person or company to carry out the incorporation process; only a Singapore-based professional firm is allowed to do it.

9. There is no need for a Special Singapore Visa to incorporate or run the company in Singapore. In fact, you can even operate it from outside Singapore and visit the company any time on a visitor visa.

10. If you decide to stay in Singapore on a permanent basis, then there is a need to obtain a work permit or employment pass.

11. In the absence of the people who are incorporating the company, all paperwork formalities can be completed by the professional firm that has been hired. Even the opening of a corporate bank account is possible without the need for you to be physically present.

Source: PIxabay

12. ACRA would require the following information for incorporation:

• Approved Name of the Company

• Brief Description of Business Activities & Copy of Company’s Memorandum and Articles of Association

• Particulars of Directors and Shareholders

• Registered Address

• Company Secretary Particulars

• Foreigners to Singapore must also enclose a copy of passport, permanent overseas residential address proof, and other Know-Your-Client information.

• Singaporean or permanent resident to submit a copy of his/her Singapore identity card.

• If a shareholder happens to be a company, then a copy of its incorporation certificate and constitution is also to be submitted.

• In the event that an educational institute is to be set up, prior approval of the Ministry of Education is also required.

13. After completion of statutory formalities and payment of registration charges of S$300, it normally takes one business day for ACRA to issue the Incorporation Certificate.

The Incorporation Certificate is issued through email to the given email address. And for a hard copy of the Incorporation Certificate, a fee of S$50 must be paid.

The Government of Singapore has created an organized structure for incorporating a company. It has ensured that entrepreneurs have a hassle-free experience. This is why the tiny island nation is a favorite of businesses and investors across the globe.

(By Heena Dhir)

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