Register a company in Singapore
Introduction
Singapore is known for its economy to be mainly driven by exports in electronic manufacturing and machinery, financial services and the world’s busiest seaports. The country provides one of the world’s most business-friendly regulatory environments for local entrepreneurs.
Aside from these, it is ranked among the world’s most competitive economies. Singapore has a highly developed and successful free-market economy. It enjoys an open and corruption-free market environment, stable prices and a per capita Gross Domestic Product (GDP) higher than most developed countries.
Factors like the abundance of skilled resources, efficient and open economy, makes doing business in Singapore so coveted.
Are you an entrepreneur looking to start a company in Singapore. Here are ways for how to register a company in Singapore.
Guidelines to register a company in Singapore
1. Understand Singapore’s Company Registration Requirements.
The company requirements are pretty simple and straightforward. They are
-Have at least one shareholder. For you to register your company in Singapore, you must have at least one shareholder. The shareholder can be an individual or another company and you are also allowed to have more than one shareholder. The maximum number of shareholders for a private limited company in Singapore is 50. Also, all your shareholders can be foreign.
-Set up a company capital. Setting up a company capital is mandatory but the capital amount is not. You can decide to set up your Singapore company capital with just 1 Singapore dollar. However, you can later increase the capital by introducing additional funds and notifying the company registrar.
-Appointing a Director. You are required to appoint at least one company director who is a resident of Singapore. You can also appoint a foreign-resident director as long as you have appointed a Singapore-resident director. However, corporate directors are not permitted. Your director must be a person.
-Appointing a Company Secretary. It is mandatory to appoint a Singapore-resident secretary when starting a Singapore company. A company secretary is duly responsible for ensuring that the company complies with its regulatory obligations.
The company secretary is also responsible for scheduling and organizing the company meetings. They also keep records of the minutes of the meetings and company records to provide advice on compliance.
-A registered Address. The company must have a registered address in Singapore where all statutory documents of the company must be kept. Note that this address can not be a PO box. This is because the company must be kept open for more than 3 hours on a working day.
While choosing a company address, it is important to note that the address must be real and accessible by a member of the general public.
2. Decide the Corporate Structure and collect Supporting Documents.
The next step in company registration is deciding the company structure. The company structure simply outlines how the activities in a company take place. Activities such as tasks allocation, voting rights, coordination, and supervision which are directed towards the achievement of company goals.
The company structure is set up to allocate specific roles to certain people in the company for the achievement of the company’s aims. The structure activities will generally include the roles and responsibilities of selected individuals within the company.
Here are some of the roles appointed by the company structure.
-Shareholders and the percentage owned. If you are starting up a new company in Singapore, you and your partner (if you have any) will be the shareholders. But If you are operating a subsidiary company in Singapore, the sole shareholder will be your existing local or foreign company.
Each shareholder can own shares of 25% or more than 25% of the company’s outstanding shares. Majority shareholders own and control more than 50% while the minority shareholders hold less than 50% of the company shares
-Director and the resident Director. One of your company shareholders can also be the director of the company. As long as he/she can perform both tasks effectively.
A Singapore-resident director is a permanent resident of Singapore.
-Company Capital. Most companies are initially incorporated with a small capital amounting from 1 SGD to 100 SGD.
Singapore company registration regulations require that identification and background information regarding the proposed shareholders and directors of the company must be collected, and verified by the firm Incorporating the company.
The required information includes the name, address, age, gender, residence and experience. These documents should be signed by the individuals.
3. Obtain Approval for Company name.
Singapore company law requires that the company name must be approved before the company can be incorporated. The approval of the company name is usually a quick procedure as long as the following guidelines are followed.
–Unique. When choosing a company name, please note that it must not be in any way similar or identical to the name of an already existing company in Singapore.
-Unreserved. The company name must not be reserved by another person or entity. This simply means that another company can have an already reserved name for their company which they will use when incorporating their company.
However, a name can only be reserved by one person at a time.
-No trademark Violation /infringement. A company name must not violate the terms of a trademark or copyright of any kind. Infringement on a trademark simply means the unauthorized use of a service mark on goods and services in a manner that is likely to cause deception.
-Not obscene. Bear in mind that when choosing a company name, the name must not contain any offensive or vulgar characters.
4. Sign Incorporation Documents.
After the company’s name has been approved, the following documents must be prepared, signed and filed with ACRA.
Accounting and Corpo Regulatory Authority (ACRA) is statutory under the Ministry of Finance of the Government of Singapore. The ACRA is the regulator of business registration, financial reporting, public accountants and corporate services providers.
The documents to be prepared are:
-Company constitution. The constitution is a legal document which outlines the rules and regulations on how the company should be governed. It states the rights and responsibilities of the shareholders, directors, and company secretary.
-Consent by each company director. Each director must sign a Form 45 consent to act as a director before appointment.
-Consent by company secretary. The secretary must sign a Form 45B consent to act as a secretary before appointment.
-Declaration of the company controller. Company controller is considered an individual or an entity that has significant interest or control in a company. The Incorporating Company must provide a register of the company controllers within 30 days.
5. Incorporate company and open a bank account.
Once the incorporation documents are provided and signed, the ACRA will register the company with the Singapore company registrar. The Singapore company registration process is conducted online and in most cases takes less than an hour.
The following documents will be issued by the ACRA.
-E-certificate of Incorporation. This is an official electronic document that confirms the registration of the company in Singapore. The certificate shows the name of the company, date of Incorporation, Unique identification Number (UEN) which is the company registration number.
Hard copy documents are not issued by the ACRA because it is not required in Singapore for any purpose.
-Business profile. This document shows the corporate structure of the company. The information includes the business activities and the details of shareholders and directors.
Conclusion
Setting up a company in Singapore is very easy once these simple guidelines are followed. Also, put into consideration the type of business the company wants to set up before setting up a business in any country.
Frequently Asked Questions
The application is usually processed within 15 minutes after the name application fee is paid.
Singapore is considered the cheapest and easiest country to register a company because the tax system offers low rates for companies and businesses.
Tax on corporate income is imposed at a flax rate of 17%.