Company Incorporation For Foreigners
Incorporate business in Singapore with ease.
Our streamlined process simplifies the entire journey.
At First Legacy, we handle your accounting with precision and care, leaving you free to focus on running your business. Schedule a free consultation with our team and let’s make things happen!
Why First Legacy?
Excellent support
Streamline your company incorporation by engaging a professional who understands the legal complexities.
Supportive team
Need assistance? Our team is available to answer your questions and guide you through the registration process.
Help opening a bank account
Our team will guide you in choosing the best business bank account and connect you with our leading industry partners.
Register easily from any location
Our team will check the incorporation process for you, so you won't need to complete any of the paperwork yourself.
The Cheapest & Effective Incorporation packages
Incorporation + Secretary + Nominated Director
(billed annually)
-
Incorporation
-
Registration preparation and filing, including S$315 government fee
-
Company constitution
-
All post-incorporation documents (share certificates, registers, minutes book)
-
ACRA name checking
-
ACRA business profile set-up
-
Assistance in opening bank account
-
-
Corporate secretary
-
Named Company Secretary for 1 year
-
Preparation and filing of Annual Return, including S$60 government fee
-
Holding Annual General Meeting (AGM)
-
Maintenance of Registers Book
-
General advisory on compliance requirements
-
Reminder via email and text
-
-
Nominated Director
-
Acting as Nominated Director for 1 year
-
Non-executive local resident director provided to satisfy ACRA’s requirements
Company Incorporation
Choose the company type that best suits your needs
Private Limited Company
A Private Limited Company is a distinct legal entity, separate from its shareholders and directors. This provides limited liability protection. Registering one is a straightforward process.
Separate Legal Identity
A Pte Ltd Company is a separate legal entity, which means your personal assets are protected from your business liabilities. Shareholders of a Private Limited Company are not liable for any company debt beyond their share capital
Tax benefits
There are significant tax advantages for companies in Singapore. You can also claim tax deductions on your R&D expenses. The corporate income tax is between 0% and 17%.
Perpetual existence
Since a company is considered a separate legal entity from its owner, it will continue on perpetually, even if the owner passes away thus ensuring continuity of the business. The company can own property in its name
Professional Image
A Pte Ltd Company conveys a professional image to your potential business partners, employees, and investors and creates a stable and strong base for future investment and growth. Shareholding can be either local or foreign.
Limited shareholders
The Singapore Companies Act allows a maximum of 50 shareholders for every Private Limited Company. Shares are not made available to the public
Sole Proprietorship
In a Sole Proprietorship, the owner and the business are legally considered one entity. This means the owner is personally responsible for all business debts and liabilities.
Pros
Full control of your business
As the sole owner of the firm, you will have complete control of all its operations including decision making. That is, you do not have to consult third parties before implementing changes unless you deem it necessary.
Least compliance requirements
Once you register as a sole proprietor, you only need to renew your registration annually, and you’ll only need to file your personal individual tax for each year of assessment. Less government compliance obligations compared to other business types.
No profit sharing
Since you are the sole owner of the company, there are no shareholders, all profits or income accrued is yours.
Ease of termination
Since you are the sole decision maker in the business, terminating it is easy, less time consuming and inexpensive as compared to private and public companies that have shareholders and directors.
Higher Risk
The owner is responsible for any losses or debt, putting your personal assets at risk.
Lesser tax exemption and rebate
– A Sole Proprietorship is not entitled to the same tax exemptions and rebates as corporations.
Partnership
A Partnership can be formed by two or more individuals or a company. This business structure often provides partners with limited liability, similar to shareholders in a Private Limited Company.
Separate Legal Identity
An LLP has a separate legal identity and can own property, enter into contracts, sue or be sued in its own name.
Perpetual Existence
Any changes in the LLP (e.g. resignation or death of partners) do not affect its existence, rights or liabilities.
Limited Personal Liability
The partners of the LLP will not be held personally liable for any business debts incurred by the LLP or the wrongful acts of another partner. A partner may, however, be held personally liable for claims from losses resulting from his own wrongful act or omission.
Ease of Compliance
Compliance requirements are more complex than sole proprietorship but simpler than a private limited company.
More complicated
Transfer of ownership is more complicated than doing this with a Private Limited Company and less consumer-focused image than other types of businesses
FAQs
How do I incorporate my business in Singapore?
Step 1: Get your company name approved
The first step to registering a company in Singapore is to reserve your company name via ACRA’s online business filing portal, Bizfile+. Check your company name is available before you do this by using the business entity search tab on the ACRA website. To avoid any disputes in the future, your company name cannot be identical to an existing name or trademark.
When you submit a name application, you will need to specify your business activities by selecting the most relevant Singapore Standard Industrial Classification (SSIC) code.
Once your application is approved, you must complete your company incorporation within 120 days. If not, you will have to start the process from the beginning and pay the S$15 company name registration fee again.
Step 2: Prepare your documents
Company Constitution. You can adapt the standard Singapore company constitution that ACRA recommends. This document outlines your Memorandum of Association and your Articles of Association to determine the structure of your company, shareholder agreements and how your business will be governed.
- Consent from each company director
- Consent from the company secretary
- Declaration of the company’s controllers
Step 3: Submit application to ACRA and pay the S$315 fee
Take note of the following before submitting your company incorporation:
- For Singapore residents. When you have all the required documents, log in to Bizfile+ using your Singpass to submit your application. Under the eServices menu, navigate to “Local Company” followed by “Start a New Local Company”. Click on “Application for New Company Name” and complete the form. You will need to provide the transaction number of your approved name application to proceed with incorporating a local company. Once your incorporation application has been approved, BizFile+ will email the appointed officers (e.g. directors, shareholders and company secretary). All appointed officers must endorse their appointments in BizFile+ within 60 days from the date of the email to complete your company registration.
What documents do I need to prepare?
We’ll ask you for this information:
- Company name
- Directors’ particulars
- Shareholders’ particulars
We’ll provide the following:
- Corporate Secretary particulars
- Nominee Director particulars (if required)
- Local address (if required)
Company Constitution
How do I check if a company is incorporated in Singapore?
You can search ACRA’s database to verify a company’s registration. Type the company’s name into the database using the business entity search tab on the ACRA website. If the company doesn’t appear on ACRA’s database, they are not legally operating. Remember to double-check the spelling of the business name when you are searching.
How can I get my company name approved?
Before operating a business in Singapore, you need to register your company with ACRA. The first thing you need to do is choose a company name and submit your application through Bizfile+. The name cannot be the same as the name of existing companies. You can check this on BizFile+ portal too. The fee to register a business name is S$15.
After your company name has been approved by ACRA, it will be reserved for 120 days. You will need to register your business or incorporate your company within this time, otherwise, the name will be released and will be made available for other companies to register.
How much money or capital do I need?
The cost to start a company in Singapore is low. The initial capital required is S$1. Later on, you can inject more funds into the business. Just notify the authorities when this happens.
It’s also legal to issue shares without first receiving money from shareholders. Just make sure these amounts are paid in. Or, indeed, simply wait until you have the capital before issuing shares.
How many shareholders do I need?
You must have at least one shareholder to register a Singapore company. The maximum number for a private company is 50. ACRA requires a Memorandum of Association to specify share capital amounts and equity (among other things).
Memorandums of Association have a general structure. It’s a good idea to strictly adhere to this structure to avoid problems in the future.
How long does incorporation take?
Once all the documents are ready, it usually takes 1 working day to incorporate a company. It mostly depends on when you are comfortable providing all the details and the authorities’ service hours.
What are the tax benefits of incorporating in Singapore?
Singapore’s corporate tax structure rewards enterprising companies through tax incentives and grants. The country has a single-tier tax system, so businesses are only taxed on company profits but do not tax dividends issued to shareholders.
Similarly, Singapore does not tax capital gains and most types of foreign-sourced income. The extensive network of Avoidance of Double Taxation Agreements (DTAs) and Unilateral Tax Credits allow Singapore companies to limit or eliminate taxes on foreign-sourced income.
Singapore’s headline corporate tax rate is 17%. However, due to numerous tax incentives and tax breaks, the effective tax rate for most Singapore companies is much lower. The personal tax rate ranges on a progressive scale from 0% to 22%.
Do I need a company address? Where can my registered address be?
Yes, all Singaporean companies must have a local registered address. It cannot be a P.O. box. All of the statutory documents for your business should be kept here.
If you don’t have an office address, use our virtual office service. We handle your incoming letters and scan and store them in your account, giving you easy access to all your documents.
Can a foreigner open a company in Singapore?
Yes, of course! A foreigner can register a company and own its 100% shareholding without facing any difficulties.
Who can start and register a Singapore Company?
Fortunately, the requirements in setting up a Singapore company is not high. Aside from legal requirements, such as not being blacklisted, not a declared bankrupt and free of past malpractices, any individual, whether foreign or local, at least 18 years of age can register a company.
Thereafter, the following are the basic requirements that are easily met:
- Have an approved company name from ACRA.
- Must appoint at least 1 local resident director (number of non-resident directors does not matter).
- At least 1 Shareholder, and a maximum of 50. Your company can also be 100% owned by a foreigner, or local individual/company.
- Appoint a qualified company secretary within 6 months upon incorporation. Note that if the Company only has 1 director, that director can not also be the company secretary.
- A minimum of SGD $1 paid-up capital.
- Must provide a local Singapore address as the registered address of the company. This address can not be a P.O Box, but can be either a residential or commercial address.
Do I need a Business License in order to commence operations and business?
Depending on the nature of your business, you may require a business license from the relevant regulatory authority.
For example, a restaurant as well as a financial services firm will need a license from their respective regulatory authorities.
Fortunately, bureaucratic hurdles are kept to a minimum in Singapore and most types of businesses do not require a license. Even if a license is required, you can be assured of a quick, efficient and straightforward approval process for your license application.
After setting up my company, what's next?
All Singapore incorporated Private Limited Companies must appoint a Registered Company Secretary within 6 months from incorporation.
Set up your business bank account, so you can begin operations and make transactions with stakeholders such as your customers and suppliers.
Your new company would also be annual compliance matters such as annual returns filing, IRAS tax filings, preparation of financial statements and more.
If you are unsure, or need assistance, you may engage First Legacy and we’d be happy to help.