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Private Limited Company
A company is a business entity registered under the Singapore Companies Act. Most companies in Singapore are private companies limited by shares - "Pte Ltd".
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Characteristics
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Legal entity
A company is a legal entity can sue or be sued in its own name and can own or hold any property.
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Share ownership
The owners of the company are called shareholders. There must be a minimum of one share owned by one shareholder. The value of the share can be just S$1.
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Corporate tax rates
Profits are taxed at corporate tax rates
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Advantages and Disadvantages
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Limited liability
Liability for debts and losses are limited to the value of the shares. The personal assets of shareholders are protected.
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Tax Exemption
No taxes on first $S100,000 taxable income annually for first three years.
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More attractive to investors
Companies can fund their business by selling shares to friends, family, employees, business associates and other companies.
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Better growth potential
A company can "go public" and raise funds by offering shares and debentures to the public.
- EntrePass
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Must comply more rules and regulation
There are more formalities and procedures to comply with. For instance, there are specific rules for appointment of directors, annual general meetings and shareholders resolutions.
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Limited liability
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Compliance
Company Name
Company name must be approved before the incorporation of the Singapore company may occur and the name must be in English.
Bad names might be rejected by Singapore authority:
- Identical or too similar to another business name/existing tradmarks.
- Contains offensive or vulgar word.
Registered Address
All singapore registered company must provide a local Singapore address as the registered address of the company. The registered address must be a physical address and cannot be a PO Box.
Paid-up Capital
Singapore does not has the concept of authorized capital. All capital listed are treated as paid-up capital thus are required to inject the amount into company. Minimum paid-up capital of companies registered in Singapore is S$1. Capital can increase at any time after incorporation.
Fiscal Year
Singapore companies can choose any fiscal year period, but usually choose to end or half year, ie 31 December or 30 June.
Director
Singapore company must have at least 1 director. At least 1 director must be a local resident of Singapore. Any person aged 18 years and above may be appointed as a director. However, certain individuals (e.g. bankrupts and persons convicted of offences involving fraud or dishonesty) are disqualified from holding director positions.
Shareholder
Private limited company must have at least 1 and maximum of 50 shareholders. 100% local or foreign shareholding is allowed. The shareholder can be a person or other companies. Shareholder can also be the Director of the same company.
Securetary
Company must appoint a secretary within 6 months of the date of its incorporation. The company secretary must be residing locally in Singapore. He/She must not be the sole director of the company.
Auditor
A company unless is a exempted company shall appoint an auditor within 3 months from the date of its incorporation
CPF
Singapore employer need to make Central Provident Fund (CPF) contributions for any local resident staff hired, as long as he or she earns more than S$50 a month.
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Required Documents
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Company Incorporation form Download
Company Name, Bried description of business activities, Paid-up Capital, Registered address, Shareholders/Directors, Share allocation
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Shareholders/Directors Particulars
Foreigners: Copy of passport, Overseas residential address proof.
Singapore local residents: Copy of Singapore NRIC.
Corporate entity: Copy of registration documents, Memorandum & Articles of Association.
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