Singapore Company Incorporation – FAQs

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What are the Documents Needed for Singapore Company Formation?
For a successful Singapore business incorporation you will need the following information and documents:

  • Company Name
  • Registered Address
  • A Description of Business Activities
  • Shareholders Particulars
  • Directors Particulars
  • Company Secretary Particulars
  • Memorandum and Articles of Association (MAA).
  • A copy of Singapore identity card (IC) for Singapore Residents or a copy of passport, overseas residential address proof, and other information for foreigners.
  • If the shareholder is a corporate entity, you need to submit a copy of registration documents such as Certificate of Incorporation and Memorandum & Articles of Association.
  • For non-English documents, an officially-endorsed translated version is required.
What are the Requirements for Registering a Singapore Company?
To proceed with your Singapore company formation, you need the following:
Requirements Description
Company Name For your Singapore registered company, you must avoid choosing a company name that is:- identical to existing local company names;
- offensive, obscene or abusive names; or
- already reserved.
Paid-Up Capital The minimum paid-up capital for setting up a Singapore company is S$1.
Registered Address A local Singapore address is a requisite to incorporating your Singapore company. The registered address can be either a residential or commercial address, but not a PO Box.
Directors For setting up your Singapore company, a minimum of one (1) local director is mandatory. The local director must either be a Singapore Citizen, a Singapore Permanent Resident, or an EntrePass, Employment Pass, or Dependent Pass holder.
Shareholders The Singapore private limited company set-up requires a minimum of one (1) shareholder and a maximum of 50 shareholders. Foreign corporate and individual shareholders are allowed to own 100% of the shares.
Company Secretary The Singapore Companies Act requires every Singapore incorporated company to have a company secretary within 6 months of its incorporation.
Can a foreign individual or a foreign company be 100% shareholder?
Singapore Companies Act allows foreign individual and/or corporation to own 100% of the Singapore Company.
What activities are allowed to be carried out by a Singapore Company?

Although there are no restrictions on the type of business activities that a company can engage in, some business activities such as travel agency, recruitment agency, financial services, school etc require licences from the approving authority, before you can commence business.

How long does it take to incorporate a Singapore company?
    In Singapore, the company can be setup within an hour if all the documents are in order. When you incorporate with Rikvin, our computerised proprietary software system can generate the required documents within minutes. Once the necessary incorporation papers are signed we can proceed to do the filing with the company registrar and the outcome of the incorporation is almost instant.
Does a Singapore company require a local resident director?

Singapore Private Limited Company must have at least one director who must be a resident in Singapore, i.e. either a Singapore citizen, Singapore permanent resident or a person who holds an Employment Pass/Entrepass/ Dependant’s Pass with a residential address in Singapore.

The director must be at least 18 years of age, and must not be bankrupt or convicted for any criminal malpractice in the past. Information of the directors will appear on public records. Directors can also be shareholders and vice versa.

If you do not have a local Singapore resident director to meet the requirement of the Singapore Companies Act, you have the following options:

Foreign Individual
Apply for Employment pass or Entrepreneur pass: Foreign individuals who wish to relocate to run their new Singapore Company operations have two types of work pass to choose from. For more details, please refer to Comparison of Entrepass versus Employment Pass.

Foreign Companies
Apply for Employment pass: Foreign Corporation that plans to relocate its management staff to Singapore to run their new Singapore Company must apply for an Employment Pass. For more details, please refer to Singapore Employment Pass.

Foreign Individuals/Corporation Not Relocating to Singapore: You can appoint a trusted contact who is a Singapore resident or use our nominee director service. Our nominee director service does not require any shareholding in the company and does not get involved in the company operations or banking matters. For more details, please refer to Singapore Nominee Director

Is there a minimum age requirement for directors and shareholders of a Singapore company?
The minimum age of requirements to be a Director and/or shareholder is 18 Years old.
Do I need to visit Singapore to form a Singapore company?
To Form a Singapore company, you are not required to visit Singapore to incorporate a company. We can handle the entire incorporation process via emails and couriers in order to get the necessary documents signed before a notary public or Singapore Embassy.
What is the minimum paid up capital requirement for a company in Singapore?
Paid-up capital is essentially the portion of share that the company has issued and received payment for in full.

A Singapore company can be registered with a minimum paid up capital of S$1 (Or its equivalent in any currency).

When must I pay the paid up capital and where?

The issued share capital must be paid up immediately upon incorporation into the corporate bank accounts.

What will be my liabilities if I have a high paid up capital?

Paid up capital is monies paid by shareholders to the Company to purchase the Company shares and these monies can be utilised for all company expenses including paying off all Company’s debts. There is no personal liability on the individual shareholder if the necessary amount for the shares subscribed is fully paid. In the event that it is not fully paid, the creditors can demand that the shareholder be personally responsible for the shortfall.

What is the procedure for increasing paid-up capital at a later date?

You will first need to inject the necessary capital into your company bank account and send us a copy of the bank deposit slip showing the capital injection.

Upon receipt of the proof of capital injection and obtaining your signature on the necessary documents, we will be able to update ACRA on the increase in paid up capital and get an updated company profile showing the revised paid-up capital for your Singapore Company.

After we have injected the money into our company as paid-up capital, how soon can we start using it towards business expenses or investment?

There is no lockup period as such. You can start using it towards your company needs immediately.

Can we use non cash consideration to increase the paid-up capital of our company?

Yes, non cash consideration such as fixed assets can be used as consideration provided sufficient evidence of the valuation of the assets is provided.

Can a Singapore company hire foreign employees?
Singapore companies can hire foreign staff. There are different categories of work passes scheme available. Employment Pass is the only category where there is no quota, all other work pass applications requires a minimum number of Singapore residents before work pass can be issued. The quota system is based on the ratio of local staff versus foreign staff in your company.
Once the Singapore company has been incorporated, what are the post incorporation issues I need to consider before I can start my company business activities?

After your Singapore company has been setup, you can start your business activities immediately. However, you may need to do the following if it is applicable to you.

  • Open bank accounts. You may want to choose a bank that serves your corporate banking needs. i.e. Letter of credit, multi currency, location of the bank, banking hours, and check the other services they can offer you, etc.
  • If your business requires one or more licenses, you may need to obtain the relevant licences first before you can commence your business activities.
  • Register for Goods & Services Tax (GST) if necessary. The registration of GST is not mandatory unless your annual turnover exceeds S$1 million. We can help to register for GST, if you so require.
  • If your company activities involves import and exports of goods, you will need to register and obtain a Central Registration (CR) number. The CR number is used in all import, export and transhipment permits, certificates and any other documents issued by the Singapore Customs. We can help obtain a CR number for your company if required.
  • If you plan to hire any foreign employee including yourself, your conpany will need to apply for employment pass (EP) for that person. We can assist you with EP applications.
  • If you intend to hire local employees (Singapore Citizens and Permanent Residents) you will need to open a CPF account with the Central Provident Fund (CPF) Board and a percentage of the local employees’ salaries will be contributed to this Board on a monthly basis as part of their retirement fund. For more details, please visit www.cpf.gov.sg. We can help you register your Company CPF account and manage your staff payroll, if required.
  • You will need to decide on your company’s financial year end which can be any date within 18 months from the date of incorporation of your company.
  • You will need to keep track of your income and expenses (bookkeeping) according to Singapore accounting standards. Depending upon the volume of transactions, we can provide bookkeeping services either on a weekly, monthly, quarterly or yearly accounting basis
Are there any CPF contributions For Foreign Employees?
For foreign employees, CPF contributions are not required. You just need to pay the agreed upon salary to your foreign employees and that’s all.
Are we responsible for the personal tax of foreign employees?
No tax deductions are required either for local or foreign employees’ personal salary. The employees are directly responsible for their personal taxes.
Related Topics :
Pre-Incorporation FAQS | Post-Incorporation FAQS | Incorporate a Singapore Company

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