COMPANY REGISTRATION AND INCORPORATION SERVICES

Businesses in Singapore can choose to register or incorporate their company. The main difference between the two is whether the business will be registered as a separate entity from its owners or not. It is less costly to register a company as a business firm than to incorporate it. Additionally, they also differ when it comes to the complexity of documents that are required by ACRA for application. Furthermore, the liabilities of owners and shareholders differs, depending on the type of business entity.

Whether you plan to register or incorporate your company, you can always engage registered agents to help set up your company in Singapore. Company registration and incorporation services are offered by firms and professionals who are experienced in company registration and incorporation and knowledgeable about the laws and policies in Singapore.

The option to register a company as a business firm or to incorporate a company in Singapore generally depends on the type of company or business entity you want to register. Some of the common types of business entities in Singapore are sole proprietorship, limited partnership, limited liability partnership, and private company limited by shares.

• Sole Proprietorship: Typically opted for by small businesses and solo entrepreneurs, this business structure is owned and operated by one person. The business and the owner are treated as one legal entity, which means that the owner has full control over decision-making, profit, and operation. This proprietor should either be a citizen of Singapore or someone who has an employment pass from the Singapore government.
• Limited Partnership (LP): In this business structure, two or more partners come together to operate a business with one partner having unlimited liability and the other partner having limited liability. This means that the general partner is liable for the debts and obligations of the business. This business structure can be set up by any citizen of Singapore or foreigner and it is renewed annually.
• Limited Liability Partnership (LLP): This business structure merges elements of both partnerships and companies, which gives each partner the liability to the extent of his or her contributions. This structure treats the business as a legal entity and the partners can own a property in the name of the business. LLPs can be set up by a foreigner or a Singapore citizen and there is one-time registration cost.
• Private Company Limited by Shares: This structure is a common type of Limited Liability Company (LLC) in Singapore. Businesses incorporated under this structure can only have 50 members and be set up by a foreigner or a Singapore citizen. In this business setup, shareholders, entities, or groups that own shares in the company are offered limited liability protection while allowing for ownership through their shares. This means that shareholders are not liable for debts and losses beyond their shared capital or the capital they originally invested.

The procedures for company registration and incorporation in Singapore can be done online via the Accounting and Corporate Regulatory Authority (ACRA). To register, the applicant is required to log into the BizFile+ website using their identification number and SingPass. For those who do not have SingPass, they may engage with registered agents to help them register their company. Typically, this process can be completed in 1-2 days.

Registering a business in Singapore involves the following steps:

• Obtain an ACRA-approved company name and address
  

  Owners must obtain a company name approved by the ACRA before registering a business in Singapore. This can be accomplished online and applicants should generally receive a name approval or rejection in less than an hour. However, for applicants with a proposed name that has certain words like finance, media, law, bank, etc., the name approval can take up to a few days or weeks as it may require the review of a corresponding external government authority.

  ACRA can reject the proposed company name if it contains vulgar or obscene language, like or same as existing company names, established names, or trademarks.

• Prepare all the essential documents
  

  Once the selected business name is approved by ACRA, business owners must prepare all necessary documents, such as the company constitution, shareholders’ and directors’ identification and residential address details, a signed Consent to Act as a Director, and a signed Consent to Act as Company Secretary.

  Requirements for Company Registration or Incorporation in Singapore:
  
  • Company Name: This includes the proposed company name approved by the ACRA, as well as a brief description of the main activities of the business.
  • Resident Director: A company must have at least one resident director who is at least 18 years old, not bankrupt, and free from any criminal malpractice in the past.
  • Shareholders: Business shareholders can be a person or a legal entity (company or trust), whether local or foreign, joining the company by buying company shares or subscribing for shares.
  • Company Secretary: The Singapore Company Act requires every company to appoint a qualified company secretary within six months of incorporation. The company secretary must be an ordinary resident of Singapore and should be different from the director or shareholder.
  • Registered Address: This address must be operational and accessible to the public during regular office hours. The company’s registered address can either be a commercial or a residential address and must not be a P.O. box.
  • Constitution: In Singapore, a company constitution is a legal document outlining the company's name, type of business, internal regulations and operations, and capital amount. Every company is mandated to operate per its constitution.
  • Share Capital: Also referred to as paid-up capital, this refers to the total value of money or capital the company received from its shareholders. In Singapore, the minimum paid-up capital for company incorporation is S$1 or its equivalent in any currency.
• Register your business with ACRA
  

  Once the company name is approved and all the documents are gathered, your new company can now be registered with ACRA. Online registration of a company is available and can be accomplished within an hour or less. However, in certain cases where the registration may require referral to other government authorities, registration may take a few weeks to complete.

Singapore is among the top countries preferred by business owners and investors to set up their companies at. Some of the advantages of registering and incorporating a company in Singapore include favourable tax policies and benefits, a connected marketplace, and extensive free trade agreements.

Working with an incorporation service provider helps streamline the process of incorporating a company as they handle the leg work for business owners. If you are planning to engage with an incorporation service provider, ensure that they have the expertise and knowledge to handle the complexities of company incorporation and your specific needs and would be able to offer services within your allocated budget.