INCORPORATION OF COMPANY

CORPORATE SERVICES IN SINGAPORE
 

Company
Definition A legal entity separate and distinct from its shareholders and directors
Owned By Exempt Private Company
◦ 20 shareholders or less and no corporate holds beneficial interest in the company’s shares
Private Company – 50 shareholders or less
Public Company – can have more than 50 shareholders
Legal Status A separate legal entity
Can sue or be sued in its own name
Can own property
Shareholders not personally liable for debts and losses of Company
Formation Requirements At least one shareholder
Any person above the age of 18 years
At least one director “ordinarily resident” in Singapore
If a foreigner wishes to act as a local director of the company, he can apply for an Employment Pass under the Entrepreneur Pass Scheme.
Formalities and Expenses More costly to set up and maintain
More formalities and procedures to comply with
Must appoint a Company Secretary within 6 months of incorporation
Must appoint an auditor within three months after incorporation unless the company is exempt from audit requirements
Annual Returns must be filed
Statutory requirements for general meetings, directors, company secretary, share allotments, etc.
Taxes Profits are taxed at corporate tax rates
Continuity and Transferability The company, as a separate legal entity, does not cease to exist if one or more its shareholders die
Its corporate existence lasts as long as its shareholders decide it should. A company’s life is usually perpetual
Ownership of a company can be transferred and additional shareholders can be appointed
Closing a Business Winding Up – Voluntarily by members or creditors, compulsorily by the High Court
Striking Off

Services:

• Name check and reservation
• Provide basic advisory on business entity enquiries (if any)
• Preparation of application forms
• Preparation of memorandum & articles of association (for Company)
• ACRA Business Profile after successful incorporation
• Corporate Secretarial Service* include appointment of named secretary, maintenance of statutory registers and minutes books, preparation of share certificates, Company Common Seal & rubber stamp, first directors’ meeting minutes/resolution, resolution to open bank account, advice on statutory compliance matters/reminders, etc.

Please Note: Under the Companies Act, All Companies registered in Singapore must appoint a Company Secretary to handle Statutory Compliance Matters.

Process/ Documents Needed

• All directors/shareholders to be present at our office: 10 Anson Road, International Plaza #05-17, personally.
• Bring NRIC and/or Passport of all directors/shareholders;
• Get ready your (a) Proposed Entity Name; (b) Description of your business activities and (c) Registered Office Address for your Company;
• Upon receiving payment, we will prepare and file the company incorporation on your behalf. Once the company has been successfully incorporated, you may proceed to open a corporate bank account.

Below are the THREE (3) Company Incorporation options available to local / foreign individuals and foreign corporations.

• Incorporation for Singapore and Permanent Residents: As a Singapore resident, we assume you will not require our nominee director/ work pass application services.
• Incorporation for Foreigners: As a foreign entrepreneur, you are required to appoint a director who is “ordinarily resident” in Singapore, to incorporate the company. Alternatively, you may apply for an Employment Pass under MOM’s EntrePass scheme. 100% foreign shareholding is allowed. Foreigner directors can chose to run operations with or without relocating to Singapore
• Incorporation for Foreign Companies: For foreign companies that want to establish a presence in Singapore, you can choose to set up a Subsidiary Company, Branch Office or a Representative Office in Singapore. For any staff/director who need to be relocated to Singapore to work, you will need to apply Employment Pass for each working member.