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Singapore Private Limited Company Formation

 Singapore Company Formation

Overview of a Singapore Company

A Singapore Private Limited Company is one of the most sought after corporate structures in the world due to the jurisdictions supportive corporate laws, tax incentives, and strong financial center. Singapore is often referred to as an offshore jurisdiction because of its low  tax-rates even though Singapore corporate law makes no distinction between on-shore and off-shore company structures. All companies are incorporated through the Singapore Companies Act Chapter 50 and are regulated by the Singapore Accounting and Regulatory Authority (ACRA).

Singapore has an outstanding reputation thanks for its ease of doing business, economic freedom and rule of law, making it a highly sought after jurisdiction making it one of the leading Asian cities. Singapore boasts as having one of the strongest banking systems in the world and as a result is home to many international branches and multinational companies thanks in-part to the jurisdictions numerous incentives that among them give tax-breaks to foreign branch and company headquarter offices.

Singapore operates of a territorial tax based system, allowing 100% foreign ownership of companies and gives a number of exemptions to newly formed companies. Income that is repatriated from abroad is not subjected to local taxation. Companies are also free from any capital gains and dividends tax if companies retain non-resident status. Singapore companies have the comfort of being regulated in a legal system that has very defined corporate laws and norms of conduct, as well as a strong regulatory framework, giving companies access to it wide range of Double Taxation Treaties.

For more information on the Advantages of Singapore as an Offshore Financial Center, click here.

Key Corporate Features of a Singapore PRIVATE Limited Company

Singapore Company Corporate Details
General
Type of Entity Private Limited Company (Pte Ltd)
Type of Law Common Law
Governed by Singapore Companies Act, Chapter 50
Registered Office in Singapore Yes
Shelf company availability Yes
Our time to establish a new company 1 week
Minimum government fees (excluding taxation) SGD 300
Corporate Taxation 0% **foreign income exemption
(otherwise corporate tax rate is 17%)
Access to Double Taxation Treaties Yes (76 DTT agreements)
Share capital or equivalent
Standard currency SGD
Permitted currencies Any
Minimum paid up SGD 1
Usual authorized 1,000 SGD
Bearer shares  allowed No
No par value shares allowed No 
Directors
Minimum number One
Local required Yes
Publicly accessible records Yes 
Location of meetings Anywhere 
Corporate directorship allowed No 
Shareholders
Minimum number One
Publicly accessible records Yes
Corporate shareholder allowed Yes
Location of meetings Anywhere
Company Secretary
Required  Yes
Local or qualified  Yes
Accounts
Requirements to prepare Yes
Audit requirements No (See below*) 
Requirements to file accounts Yes
Publicly accessible accounts Yes 
Recurring Government Costs
Minimum Annual Tax / License Fee SGD 300
Annual Return Filing Fee SGD 60 
Other
Requirement to file annual return Yes
Migration of domicile permitted Yes

*AUDIT AND FINANCIAL RETURNS For companies with annual turnover over SGD 5 million, annual audited accounts are required to be filed by a qualified Singapore auditor and filed with the Singapore Registry. However, companies are exempt if they have less than 20 members, are individuals and not corporations and have a turnover of less than SGD 5 million
**TAXATION Exempt companies receive 0% taxation on all foreign sourced income or if taxes have already been levied and paid in another jurisdiction. Assets are only taxed if no taxes have been levied on the assets and only when it is repatriated into Singapore. Passive foreign income stored in a holding company for example is not taxed.

Advantages & Top Uses of a Singapore Company

Advantages

  • No paid in-capital
  • Quick and easy registration process
  • Offers extensive tax incentives
  • Access to Double Taxation Treaties
  • Shelf companies and nominee services permitted
  • Key financial hub in Asia
  • Considered the Switzerland of Asia
  • Strong banking and financial sectors
  • International banks have branches or headquarters
  • Strict legal and corporate laws
  • Highly regarded jurisdiction
  • Separate legal entity
  • Great environment for entrepreneurs and SME's
  • No taxation of any kind of foreign sourced income
  • Rated one of the easiest place to do business in the world
  • Best business environment in Asia Pacific
  • Global innovation #5 in the world according to Economist Intelligence Unit
  • Rule of law is respected 
  • Economic freedom index rated #1 in Asia
  • #1 in achieving human capital Global Innovation Index 2018
  • Has been rated as one of the worlds most competitive economies
  • #3 in the world for best Intellectual Property (IP) protection: Global Competitiveness Report 2018
  • Oe of the least corrupt governments and economies in the world

Top Uses

  • Offshore Savings 
  • International Holding Company
  • Financial Corporation
  • E-Commerce Business
  • Investment structure for access other Asian developing economies

Singapore Private Limited Company Formation with Offshore-Protection.com

Join thousands of satisfied clients who have experienced the Offshore-Protection advantage for more than 18 years. When you purchase any of our offshore company formation products, you'll get FREE support from our lawyers to help answer your overseas company day-to-day management questions.

Start the Singapore Company Incorporation process with Offshore-Protection today. Order a Singapore Company with or without a bank account. Click on the LET'S GET STARTED button below. 

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Singapore Company

Free

Includes:

  1. Government Registration Fee (First year)
  2. Registered Office Address (First year)
  3. Registered Agent Services (First year)
  4. Company Secretarial Maintenance
  5. Certificate of Organisation
  6. Articles of Organisation
  7. Minutes of First Organisers Meeting
  8. Ownership Certificates
  9. Register of Members
  10. FREE Phone and/or email consultations

A Singapore Company requires the following information to begin the application process:

  • Company Name
  • Name and address of Director(s) and Shareholder(s)
  • Copy of a valid passport
  • Address of local registered office
  • Company secretary details
  • Business Plan
  • If necessary other KYC details

Singapore Private Limited Companies enjoy attractive tax exemptions and incentives. Singapore has a territorial based taxes system.

For non-resident companies that have there income coming from foreign sources are between 9-17% with a number of exemptions for startups, for small businesses and for certain sectors. See a qualified Singapore accountant to be sure of the current taxation and reporting requirements for local resident company.

Anonymity, Confidentiality and Disclosure


All names and details of Directors, Shareholders, and Beneficial must be publicly available. Accounts must be filed and is made public. However, a Singapore company can used nominee services if an owner wishes to remain confidential.

Company Shares

A Singapore Company offers the ability to have many different types of shares, however one can not use bearer shares and no par value shares.

Required Capital

The usual authorized capital is SGD 1,000. The minimum capital requirements needed to establish a Singapore Company is SGD 1.

Financial Statements required

Financial statements are required for all Singapore companies.

Directors

One Director is required for a Singapore company. There must be one local resident Director though the local director can be given limited powers so that you the owner can be instituted with power of management as the beneficial owner and Director. Corporate shareholders are not allowed.

Company Secretary

A company secretary is required who must be a person and a resident of Singapore.

Company Meetings

Company meetings are required but they can take place anywhere in the world.

Principal Corporate Legislation

There is one corporate legislation that covers all Singapore companies, for both onshore and offshore companies and is the Singapore Companies Act, Chapter 50.

Type of Law

Singapore is based on a Common Law system.

Shareholders

A Singapore Private Limited Company requires there be a minimum of 1 shareholder. The shareholder can be an individual or a corporate body. 

Trading Restrictions

A Singapore company has restrictions on doing business within certain financial and business industries that require a license. If a company does business within the jurisdiction then it must pay local corporate taxes.

Exchange Controls

There are no exchange controls in Singapore

Powers of the Company

A Singapore Private Limited Company has all of the same rights and privileges as a legal person

Audit Requirements

A Company may be free of any audit requirements if it meets these conditions:

For companies with annual turnover over SGD 5 million, annual audited accounts are required to be filed by a qualified Singapore auditor and filed with the Singapore Registry. However, companies are exempt if they have less than 20 members, are individuals and not corporations and have a turnover of less than SGD 5 millionA company 

Annual Reporting

A company must annual submit its accounts to the Singapore Register

Shelf Companies available

Yes Shelf Companies are available

Time required to form offshore company

5 Business Days

Name Restrictions

A company must not use a name that is already in use that is identical or similar to a name already used by another company. A company should not use the word 'bank' or 'education' or use any words that are considered offensive.

Names of Company requiring a special licence or permission

A Company must seek prior approval or licence if its company name uses the word bank, building society, insurance, assurance, investment, trust, trustee, or finance etc…

Licence Fee

SGD 300