Setting up a Singapore Offshore Company Formation
- Last updated on . Written by Offshore Protection.
A Singapore offshore company formation called a Private Limited Company is one of the most sought after corporate structures in the world due to the jurisdiction's 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.
The jurisdiction 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.
Offshore 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.
Table of Contents:
- Advantages of a Singapore Offshore Company
- Top Uses
- Key Corporate Features
- Package Includes
- Corporate Document Requirements
- Corporate Taxation
- Corporate Details
Advantages of a Singapore Offshore Company
- No paid in-capital
- Quick and easy registration process
- Offers extensive tax incentives
- Access to Double Taxation Treaties S
- 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
- One 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 to other Asian developing economies
Key Corporate Features
| Cook Islands Company | Corporate Details |
| General | |
| Type of Entity | Private Limited Company |
| Type of Law | Common Law |
| Governed by | Singapore Companies Act, Chapter 50 |
| Registered Office in Cook Islands | 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 |
| Access to Double Taxation Treaties | Yes |
| Share capital or equivalent | |
| Standard currency | SGD |
| Permitted currencies | Any |
| Minimum paid up | SGD 1 |
| Usual authorized | SGD 1,000 |
| 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 | 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.
Package Includes
- Government Registration Fee (First year)
- Registered Office Address (First year)
- Registered Agent Services (First year)
- Company Secretarial Maintenance
- Certificate of Organisation
- Articles of Organisation
- Minutes of First Organisers Meeting
- Ownership Certificates
- Register of Members
- FREE Phone and/or email consultations
Corporate Document Requirements
A Singapore company formation 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
Corporate Taxation
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 companies.
Corporate Details
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 requirement needed to establish a Singapore Company is SGD 1.
Financial Statements required
Financial statements are required for all Singapore corporations.
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.
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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 million
Annual Reporting
A company must annually submit its accounts to the Singapore Register
Shelf Companies available
Yes Shelf Companies are available
Time required to form an 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…
Government Tax
SGD 300
Singapore Private Limited Company Incorporation with Offshore Protection
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