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Setting up a Private Limited (Pte Ltd) Company in Singapore

Updated: Jan 26, 2021

What is a Private Limited Company?

A Private Limited Company is an LLC in which the shares are held by less than 50 persons and are not available to general public. It’s also the most popular type of entity to be registered in Singapore.

What is required to incorporate a Private Limited Company in Singapore?

There are 5 key requirements to incorporate a Singapore Company.

Here are they:

1. At least one shareholder (individual or corporate entity)

2. One resident director.

3. One company secretary.

4. Initial paid-up share capital of at least S$1.

5. A physical Singapore office address.

Take a look into each of these requirements in detail:

A Singapore Company comes into existence upon registration under the Companies Act. It can have a minimum of 1 member. The members can be individuals or corporations. Members of a company are most commonly referred to as ‘shareholders’.

The company name must be approved by ACRA before the Singapore Company can be incorporated. ACRA will reject a proposed company name for the purpose of incorporation if:

· It is identical to another existing Company Name

· It is undesirable

· Names or trademarks which are similar to established names such as Coca Cola and Temasek

You have to appoint a Company Secretary within 6 months of incorporating your Singapore Company. The company secretary must be a natural person who is “ordinarily” resident in Singapore and must posses basic or sound knowledge of the Singapore Companies Act.

It is also a requirement for Singapore Company Incorporation to have a local registered office address. Every Private Limited company must have a registered office, which does not need to be its usual business address. It is sometimes the company’s lawyers or accountants, for example. The registered address must be a physical office in Singapore that is open to the public for at least 3 hours during business days and cannot be a PO Box. Use of residential address is allowed for certain types of business.

Moreover, you are required to inject paid-up capital to incorporate your Singapore Company. The minimum paid-up capital for registration of a Singapore company is S$1 or its equivalent in any currencies.

Lastly, A minimum of at least one corporate or individual shareholder is required. A director and shareholder can be the same or different person. 100% local or foreign shareholding is allowed. The Singapore Companies Act allows a minimum of one and a maximum of 50 shareholders for a Singapore Private Limited Company.

Additional considerations for foreigners

Foreigners who are interested in registering their Singapore Company also need to consider the following:

  • You will need to hire a corporate services provider like Expede Tech to help in Singapore to set up. To register your Singapore business, you will need to hire a professional to file on your behalf. Singapore does not allow a foreign individual/entity to self-register their company.

  • You do not need to travel or obtain a visa to incorporate your company. If you plan to incorporate your Singapore company, but don’t plan to move, you do not need to obtain any special travel visa. You may operate your company from overseas, and you may visit Singapore on a short-term visitor visa when you need to deal with company issues.

  • You may need to hire a nominee director. If you are not planning to have anyone in your company move to Singapore, you will still need to fulfil the requirement to have a local director. You can easily find a professional service firm in Singapore that offers incorporation services including local resident directorship, such as Expede.

  • You may need to travel in order to set up a corporate bank account. Depending on the bank that you decide to use, many banks require physical presence of directors and/or shareholders to approve the opening of a bank account in Singapore. We have partnership with banks and can help facilitate this – usually a straightforward process.

Required documents at incorporation (Incorporation Checklist)

To incorporate your company in Singapore, you need to file with ACRA Singapore, who manages company registration in Singapore. You will need to provide:

  • Company name

  • Brief description of activities & SSIC Code

  • Details of shareholders and KY information

  • Details of directors and KYC information

  • Registered Singaporean Business Address

  • Share capital details

  • The company’s constitution

Incorporating in Singapore is a strong choice when deciding where to base yourself.  Stable economy, strong work forces, and business-friendly tax policies let you get up and running sooner- so you can spend less time tangled in admin and more time growing your business.

Contact us now to explore and start a business in Singapore.

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