Many people from all over the world come to Singapore to register a company there. This is not surprising because the country boasts a thriving economy, vibrant corporate culture, and business-friendly laws. However, as is the case in any other country, the primary drivers of the country’s economy are citizens and permanent residents (PRs). Companies registered by citizens and PRs form the majority of all Singapore companies. Whether they be small and medium enterprises (SMEs), startups, or larger companies, they play an important role in the country’s corporate and economic growth.
Why Singapore Citizens and PRs Should Register a Company
One notable reason why citizens and PRs of Singapore should register a company there is that fact that for them, the process of company registration is much simpler than the process of company registration for foreigners. There is no need for citizens or PRs to obtain a work visa of any sort, thus reducing the total processing time. Citizens and PRs also do not have to hire a director for the company. This is because unlike foreigners, they are allowed to serve as the director of the company if they fulfill all the other criteria. While foreigners also have to present their passport before they may register a company, citizens and PRs are not required to do so. Generally speaking, the relevant government authorities are not as stringent with the checks for citizens and PRs as they are with those for foreigners.
Government Agencies Involved in Company Registration
Everyone who plans to register a company in Singapore needs to become familiar with the government agencies involved in the registration process. This is because the prospective company owner will need to utilize some of the services provided by these agencies before, during, and after the registration of the company.
One important government agency is the Inland Revenue Authority of Singapore (IRAS). IRAS is the agency which oversees all tax-related matters in Singapore. Every business owner in Singapore must address certain tax requirements by using IRAS’s services. Among the tax requirements which must be registered with IRAS include withholding taxes, corporate taxes, and the Goods and Services Tax. It also provides information regarding double tax treaties and certain tax incentives.
Another of the most important government agencies in Singapore is the Accounting and Corporate Regulatory Authority (ACRA). ACRA is the agency through which all businesses in Singapore are to be registered. ACRA also runs BizFile+, an online portal created for the purposes of business registration. It also supplies business advice, legal information, and registration services for websites which have a URL ending in .sg or .com.sg.
The Singapore Economic Development Board (EDB) is also important for prospective business owners. It provides much information about a company’s potential for growth and expansion within Singapore. EDB helps startups in Singapore through its many schemes. EDB also works with international businesses to assess opportunities for business growth in Singapore. The Global Investor Programme (GIP) is linked to EDB. This is because EDB helps investors using this programme relocate to Singapore and gain PR status there.
Other important government agencies related to business in Singapore include Enterprise Singapore, the Ministry of Manpower (MOM), and SkillsFuture Singapore (SSG).
Business Structures in Singapore
When setting up a company in Singapore, a decision must be made on which business structure will be selected. One of these business structures is the sole proprietorship. A sole proprietorship is the simplest of all business structures and is owned by one person. It is not a separate legal entity from its owner. Its owner is liable for all expenses incurred through the conducting of business activities. A partnership is a business owned by a number of people between two and 20. Just like a sole proprietorship, it is not a separate legal entity from its owners. Therefore, all partners are liable for any debts and losses incurred. A limited partnership is a variant of the partnership. Limited partnerships are owned by a minimum of one legal partner and one general partner. A general partner is held accountable for all of a limited partnership’s debts and obligations. However, this is not true of limited partners. Limited partners are only required to make the agreed contribution to the limited partnership as long as they are not involved in the limited partnership’s management. Limited partnerships are not separate legal entities from their owners.
A limited liability partnership is owned by two or more partners. These partners are protected from liabilities. This is because a limited liability partnership is a separate legal entity from its owners. The Singaporean government introduced limited liability partnerships to the country’s business landscape in 2005 by approving the Limited Liability Partnership Act. A private limited company is a type of company which is limited by shares. It is a taxable entity. Private limited companies are separate legal entities from their shareholders. Therefore, shareholders are not liable for a private limited company’s debts and losses beyond the amount of share capital they currently hold. A public listed company is one listed on Singapore Exchange Limited (SGX). Private limited companies can become public listed companies by registering to be listed on SGX.
Regardless of the business entity you select, we at Paul Hype Page & Co will be able to help you with your business’s incorporation. Our experts are always willing to guide you through every step of the process as you seek to form a company in Singapore.
The Singapore Companies Act
After registration, every business in Singapore must comply with the regulatory provisions stated in the Singapore Companies Act as well as any related rules.
The Singapore Companies Act is the primary legislation that governs all companies in Singapore. It first came into force in 1967 and was most recently updated in 2006. It covers topics such as incorporation, shares, management, accounts, and liquidation, among others. It also specifies what punishments will be imposed on companies which commit any of the offenses specified in the Companies Act.
Among the offenses mentioned is that of providing false and misleading statements. Those who do so will be punished with a fine of up to S$50,000, a jail term of up to two years, or both. Company officers who commit fraudulent acts are liable to a fine of up to S$15,000, a jail term of up to three years, or both. Officers who make false statements or reports with deceitful intentions can be punished with a fine up to S$10,000, a jail term of up to two years, or both.
Nobody wants to be punished for failure to comply with the Companies Act. We at Paul Hype Page & Co are able to help you in this matter. All the pieces of legal advice and solutions that we provide to companies are not only effective, but also compliant with the Companies Act. Therefore, by consulting our team, we will ensure that your company will not violate the Companies Act or any other laws.
Requirements for Singapore Company Registration
Directors: A Singapore citizen or permanent resident who fulfills all other criteria can be the company’s sole director. All directors must be Singaporean citizens, Singaporean Permanent Resident, or have been issued an EntrePass, Employment Pass, or Dependent’s Pass.
Shareholders: A company may have anywhere between one and 50 shareholders. A director and shareholder may not be the same person. After the company is incorporated, shares can be freely issued or transferred at any time.
Paid-up Capital: This is the sum of money that a company has received from shareholders who have completely paid for their purchased shares. The minimum paid-up capital for registration of a Singapore company is S$1.
Registered Address: The address must be a physical residential or business address. It cannot be a post office box.
Company Secretary: The qualified company secretary must be a Singapore resident.