slide 1: They say it is easy to incorporate a business in Singapore. However they fail to tell you the
complexities and twists involved in setting up a business in Singapore. To incorporate a company in
Singapore the first hurdle you will come across is selecting an appropriate business structure.
To a great extent outsourcing the process of Singapore company registration to an external firm is the
widely accepted option. However it becomes necessary to understand the different business
structures in Singapore before you employ any firm offering Singapore company incorporation
services.
Selecting Appropriate Business Structure Is Important To
Incorporate a Company in Singapore
website : www.sbsgroup.com.sg
slide 2: Usually foreigners do not require any type of
government approval to set-up a new business
in Singapore. The city-state allows 100
foreign ownership which makes it the one of
the best and preferred location for foreign
entrepreneurs to do business. However for
incorporating a bank or a financial institution
getting an approval from the Monetary
Authority of Singapore is a must.
Let us check out the different options in
business structures that entrepreneurs have
for incorporating a company in Singapore.
The Various Business Structures to Incorporate a
Business in Singapore
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slide 3: Singapore offers two major options for incorporated companies
Private limited companies and Public companies. A Private
limited company is allowed to have as many as fifty shareholders.
On the contrary a public limited company does not have such a
restriction and can have as many shareholders as it wants. A
public limited company is allowed to raise capital by offering
shares and debentures to the public.
Incorporated companies can be registered by a shareholder with
a minimum capital of S1 proceeded by appointment of at least
one local director as well as a company secretary. It is all right if
the chosen shareholder is either an individual or a corporation.
Either of the shareholders is not required to be a permanent
Singapore resident.
The liability of shareholders is limited to the amount used for
purchasing the company shares.
Business Structures for Locals
Incorporated Companies Limited Liability Companies
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slide 4: A Sole proprietorship is the simplest and easiest
business structure to incorporate a business in
Singapore. Foreign and local entrepreneurs
widely prefer sole proprietorship as their chosen
business structure. More often investors with
less capital and big dreams and investors
interested to incorporate small businesses
register their business as a sole proprietorship
firm.
The statutory requirements state that the sole
proprietorship firms will have to register all their
profiteering activities carried on the daily basis.
Please note a sole proprietorship is not
considered as a separate legal entity. The owner
and his business both are considered as one and
the same. The entrepreneur or the owner is held
accountable for all the debts or liabilities
incurred during the course of business.
Sole Proprietorship
When two or more entities want to work
together then registering a business as a
Limited Liability Partnership LLP is the best
option. Under this partnership entity ACRA
identifies partners as different personalities
who can sue or be sued.
Additionally the partners are allowed to own
property in their individual names. In an LLP
company partners are offered an option to
function either independently or as a combined
entity. Please note although the minimum
number of partners required to form an LLP is
two there are no limitations on the number of
partners an LLP can have.
Limited Liability Partnership
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slide 5: Limited Partnership seems to be a flexible business structure for entrepreneurs not interested in
taking responsibility for business management activities. Such entrepreneurs usually hand over their
management of the company to an entirely different entity. The chosen entity can be either an
individual or a corporation enjoying unlimited liability.
There are more than one general and limited partners in a Limited Partnership firm. Please note if
general partners choose to participate in the business function they become liable and their personal
assets are pledged. On the contrary limited partners are liable only for the amount they have
contributed.
Limited Partnership
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slide 6: A foreign company acting as the major
shareholder can incorporate its business in
Singapore in the form of a subsidiary company.
A subsidiary is a resident company of
Singapore and is regulated by Singapore laws. A
subsidiary has a legal status in Singapore
therefore is treated as a different company
from its foreign counterpart.
In this option the liability of the foreign
company is limited to the share capital it has
invested. Besides the foreign company is
absolved from the obligations of debts and
liabilities of the subsidiary company. Please
note a subsidiary company is a form of limited
liability company in Singapore.
Business Structures for Foreigners
Subsidiary Company Branch Office
Foreign companies that do not want to
incorporate a separate company in Singapore
with a different name prefer to incorporate a
branch office. After incorporating a branch office
it is possible to carry out business activities
under the name of or under the corporate brand
of the foreign corporation. A branch office
incorporated in Singapore is legally considered as
an extension of its parent company.
Please note in no way a branch office will be
considered as a subsidiary company owned by a
foreign parent company. The Singapore
Companies Act does not prescribe any special or
separate Memorandum of Article of Association
MAA for the branch offices. A branch office is
free to run its shareholder structure and business
activities as directed by the original MAA of the
foreign company.
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slide 7: A foreign company willing to have its presence in Singapore but not interested to carry out any
business activities herein should incorporate their company as a representative office. Singapore
corporate environment considers a representative office as an administrative arrangement primarily
designed for the non-commercial activities. Therefore a representative office will not have any kind of
separate legal status from its parent company.
Please note Singapore does not allow a representative office to perform any business activities with
the motive of generating revenue and earning profits.
Deciding on the right business structure to incorporate a company in Singapore is a tough task.
Incorporating a company under the precise business structure is very much necessary when you are
intending to do business in Singapore. It is highly recommended that you seek professional help for
registering it.
The incorporation experts in Singapore will help you understand each business structure along with
its obligations and implications in future. Remember the rules pertaining to liabilities and
responsibilities are very strict in Singapore. Only incorporation professionals will be able to guide you
in the best possible way. They will assist you in incorporating your dream business without much
risk.
Representative Office
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slide 8: SBS Consulting Pte Ltd has years of
experience in offering incorporation
services with an exceptional
expertise. Along with Incorporation
SBS also offers a variety of corporate
solution services like accounting
taxation company secretary XBRL
filing. SBS Consulting offers
incorporation services with the right
blend of traditional and innovative
techniques which often surpass its
clients expectations.
About SBS Consulting Pte Ltd
www.sbsgroup.com.sg
slide 9: SBS Consulting Pte Ltd
35-B Hongkong Street
Singapore
059674 – Singapore
Phone : +65 6536 0036
Email : infosbsgroup.com.sg
Contact Us
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