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Singapore Business Entity Types

Private Limited Company (Exempt & Non-Exempt)

A Singapore company is registered under the Companies Act, Chapter 50. It is distinct from its owners and has a legal personality i.e. it has rights to own properties, has perpetual succession and can sue or be sued in its own name.

A Private Limited Company is a company that has less than 50 shareholders, and an Exempt Private Company (a subcategory of a Private Limited Company) is a company with 20 members or less with no corporate member holding beneficial interest in the Company’s shares.

There are many attractive tax schemes and incentives for newly established Singapore companies – including a tax exemption scheme for Exempt Private Companies and a Partial Tax Exemption Scheme for Non-Exempt Private Companies. Furthermore, Singapore has many DTAs in place with countries all over the world, making Singapore a good base for regional trade. Singapore companies are also good vehicles for IP protection and investment holding activities (although pure investment companies do not enjoy the same incentives as trading companies, as they typically do not contribute as much to the economy in terms of employment creation, GST etc.)

Many companies choose to establish a marketing/distribution office in Singapore for the Asia Pacific region due to the country’s stability, strong banking system, infrastructure, and ease of doing business – not to mention the “livability” of the city.

Singapore Branch Office

A Singapore branch office is essentially an extension of a foreign company. It may be established by a foreign company, corporation, society, association or other body incorporated outside Singapore; or an unincorporated society, association or other body which may sue or be sued, or hold property in the name of the secretary or other officer of the body or association; where its principal place of business is outside of Singapore. A Singapore branch office must have at least 2 locally residing Agents.

Singapore Representative Office (Non-trading, for market research/survey only)

A Representative Office (RO) is an interim vehicle from which foreign companies can assess the viability of doing business in Singapore, before committing to setting up a permanent office. To be eligible to register an RO with International Enterprise Singapore, the foreign Company must be at least 3 years old with audited financial statements. A foreigner may act as the Chief Representative Officer for the RO, drawing a salary from the RO on an Employment Pass/LOC, or from the parent Company overseas. NB: There is no requirement to have a locally residing CRO for a RO.

We can assist you with setting up your Singapore Representative Office, and applying for an Employment Pass for your Chief Representative Officer to relocate to Singapore to conduct his/her market study. Click here for pricing, or contact us for a customized quotation.

Singapore Limited Liability Partnership (LLP)

LLPs give owners the flexibility to operate as a partnership, while having a separate legal identity (and limited liability) like a private limited company. Liability of the partners is limited to the amount that each partner contributed to the LLP. The partners are not personally liable to the obligations of the LLP. A partner is, however, personally liable for claims from losses resulting from his/her own negligence or wrongful act. The LLP has perpetual succession, which means that any change in the partners of a LLP will not affect its existence, rights or liabilities.

Partners of an LLP may be a mix of individuals and/or corporations, local and/or foreign, but the LLP must always have an individual (natural person) Local Manager on board. If a foreigner wants to be a partner (or the Local Manager) and be based in Singapore he/she must apply for an Employment Pass.

For assistance in setting-up an LLP and  applying for an Employment Pass under the LLP to be a Partner/Local Manager, please check out our pricing, or contact us for a quotation.

Singapore Business (Sole Proprietorship & General Partnership)

If you intend to operate as a sole proprietor in Singapore, you are required to register a business name with the Accounting and Corporate Regulatory Authority (ACRA). Likewise, if you wish to enter into a general partnership, this business (and the profit split) must be registered with ACRA.

Why not outsource? For a low service fee, we can assist Singaporeans and Singapore PRs to check whether their preferred business name is available and register their new business with ACRA – within 1 business day.

Foreigners holding a EP-linked Dependant Pass visa who would like to register a sole proprietorship business must first obtain permission from the Ministry of Manpower (MOM) and apply for a Letter of Consent to legally work in Singapore under the business.

Dependant Pass holders – We can assist you with writing and submitting your application to the MOM, setting up your business, and applying for your Letter of Consent.