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Singapore Incorporation Guide

Company incorporation guide

Singapore is recognized by the World Bank as the best place in Asia to do business. That statement looks true all the new businesses in Singapore that have been incorporated in the past decade. 

From incorporating a Private limited company, to set up a representative office, Paul Hype Page & Co is the NO. 1, one-stop solution center you need. 

Below are the general requirements and procedures needed for you to get your company in Singapore up and running.

Foreign Subsidiary general requirements and procedures to incorporation 1

Regulation to Adhere to Before a Company Incorporation

  • ACRA Requirements Directors: A minimum of one resident director (a Singapore Citizen, a Singapore Permanent Resident, a person who has been issued an EntrePass, Employment Pass, or Dependent Pass) is mandatory. All directors must be at least 18 years of age.

 

  • Shareholders: The shareholder can be an individual or a corporate entity. 100% local or foreign shareholding is allowed. A director and shareholder can be the same or different person.

 

  • Paid-up Capital: Minimum paid-up capital for registration of a Singapore company is S$1.

 

  • Registered Address: The address must be a physical local address. The use of a PO Box is not allowed.

 

  • Company Secretary: The Companies Act requires one Company secretary who must be a resident of Singapore.

 

  • Audit Requirements:Unless exempted from audit requirements under the Companies Act, every company must appoint an auditor within three months after its incorporation. These annual filings are required by law. Only small exempt private companies and dormant companies are exempted from audit requirements.

 

A small exempt private company is one that meets the following conditions:

  • The turnover for the financial year is less than S$5million,
  • The company does not have more than 20 shareholders, and
  • The company does not have, directly or indirectly, a corporation as a beneficial shareholder.

 

Foreign Subsidiary general requirements and procedures to incorporation 2

The Documents That Need To Be Presented For An Incorporation

For each Singapore resident individual shareholder and director

  • Copy of Singapore IC; and or
  • Copy of passport if the individual is not a citizen of Singapore

 

For each non-resident individual shareholder and director:

  • Copy of passport; and
  • Copy of residential address proof such as a recent utility bill, residential phone bill, tax bill, or cable TV bill

 

For each corporate shareholder:

  • Copy of the Foreign Corporate Company Certificate and
  • Special Director(s) Resolution to resolve to become a newly incorporated company subsidiary shareholder

 

YOU DO NOT NEED TO BE IN SINGAPORE PHYSICALLY TO INCORPORATE YOUR COMPANY!!!

With our state-of-the-art facilities and pending patent ibizfile system:

  • You don’t need to go out of your way to visit a lawyer, registrar of oath, official councillor, or any government official to certify true copies of your identity card or passport. Hence, physical presence is not required with our system

 

  • All directors and shareholder are now able to complete the signing of documents and all submission via our ibizfile system online

 

  • Collection and viewing of all the company incorporation documents can be done online. It’s a trusted and secure system that has been tested for years.

 

However, if you are to open a branch or a representative office in Singapore, please provide us with the following:

  1. Certified Certificate of Incorporation (please provide it with Notary Stamp & Date)
  2. Memorandum and Articles in English
  3. If the company name has changed since incorporation, please provide us a certified true copy of the certificate of name change or other evidence of name change and the certified translation (if any)
  4. Latest Financial Statements of the foreign company

 

ALL THESE,

  • Must be in English or officially translated into English;
  • Must be certified true copies by a notary public or you must bring the originals to our office for sighting;
  • If you are overseas, you can email us the scanned copies of documents so we can proceed with preparing the necessary incorporation documents.

 

Foreign Subsidiary general requirements and procedures to incorporation 3

After engaging our service, we will perform the following to incorporate your company:

  • Name check and reservation
  • Preparation of memorandum & articles of the company and other incorporation documents
  • Preparation of registration forms
  • Professional & Filing Fees
  • E-Certificate of incorporation
  • Preparation of compliance corporate kit, including corporate seal, share certificates, register and minutes book
  • Minutes of first board meeting
  • Resolution to open a bank account

 

Foreign Subsidiary general requirements and procedures to incorporation 4

Requirements for Opening a Corporate Bank Account :

  • Completed Corporate Account Opening Forms
  • Board of Directors Resolution approving the opening of the account and the signatories to the account
  • Certified True Copy of Certificate of Incorporation (must be certified by the company secretary or one of the directors)
  • Certified True Copy of Company’s Business Profile from Company Registrar
  • Certified True Copy of Company’s Memorandum and Articles of Association (MAA)
  • Certified True Copies of Passport (or Singapore IC) and Residential Address Proof of Directors, Signatories, and Ultimate Beneficial Owners. If you are in Singapore, just bring the originals and the bank will make a copy.

 

Some Singapore banks may ask you to produce additional documents, but that is on case by case basis.  

Generally, most banks in Singapore require the account signatories and directors be physically present in Singapore for signatures at the time of opening the company bank account.  

However, some banks will accept the signing of documents at one of their overseas branches or in front of a Notary Public. 

Your Singapore company incorporation is relatively easy and simple. You just have to ensure that you have all the necessary documents. 

Depending on the nature of your business activities, you may be required to obtain certain business licenses.  

This is especially the case when foreign companies open up branch offices in the Republic.  

 

Ready to incorporate with professional help? 

Contact Paul and Hype Page Co. today.

FAQ

1)What does a foreigner have to do if he wants to register a business firm in Singapore?

Answer:

A foreigner needs to apply for an Approval-In-Principle EntrePass if the foreigner wants to register a business and act as a local manager of the business firm. The foreigner must also have a Singapore residential address in the above cases. After obtaining the AIP-EP, the foreigner will have to approach a professional firm or a service bureau for submitting the BizFile transaction on his behalf to register a new business.

 

2)I am an S Pass holder. Can I register a business?

Answer:

An S Pass is not an EntrePass. Please check the terms and conditions of your S Pass. If unsure, you should consult Ministry of Manpower (MOM).

 

3)If I am holding a valid EntrePass for the company that currently employs me but wish to leave the current post to start my own business venture, must I cancel my existing EP before applying for AIP EP?

Answer: 

Yes, you will need to cancel your existing EntrePass before applying for AIP EP.

 

4)What are the ACRA Singapore Companies e-forms which are available?

Answer:

All forms required can be found in Paul Hype Page ibizfile portal.

 

5)What are the names that I am not allowed to use?

Answer:

You are not allowed to use words such as “Temasek”. This is a name which the Minister has directed the Registrar not to accept for registration.

For Further Question on Singapore Company Acts , please email us or call us +65 62214711

Paul Hype Page & Co – Acra service provider and Asean Chartered Accountant.

Paul Hype Page & Co. have 3 physical offices in Singapore, Malaysia and Indonesia

Our Firm Goal is to assist Foreigner and Foreign Companies to set up business in Asean.

How we can help you:

Step 1- Listen to your Business plan and Relocation needs.

Step 2- Analysis your Singapore Tax Planning

Step 3- Recommend the most suited type of Company Incorporation , Open Bank account  and

Work Visa

Step 4- Arrange for your Spouse and Children Visa

Step 5- Assist as your company to hire staffs and handle all HR matters

Step 6-  Every financial year end, we assist you with your yearly Acra Financial and Tax Compliance

Step 7- Assist you to expand business to Malaysia, Indonesia , Vietnam and Thailand.

Get in Touch with Us Today.

Paul Hype Page

Website: www.paulhypepage.com

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