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Sole Proprietor General Partnership Limited Partnership Limited Liability Partnership Private Limited Company Branch Office Representative Office
Benefits/Suitable For
 Individual with low risk and low cost business More than one individual with low risk and low cost business Active Partners who assume unlimited liability and liability of sleeping partners is limited The LLP will give the owners the flexibility of operating as a partnership whilst giving them limited liability. It combines the benefits of a partnership with those of private limited companies. For those who foresee their business going places, who need equity partners, funding and recognition and wish to eventually go public For Foreign Companies who wish to expand their operations overseas For those who wish to set up temporary vehicle to conduct research and act as liaison office
Disadvantages
 Personal Assets Not Protected Personal Assets Not Protected Active partners have joint and unlimited personal liability for all of the company’s debts and liabilities Less Recognised compared to a Private Limited Company Continuing Compliance Obligations eg Financial Reports, AGMS, etc Continuing Compliance Obligations eg Financial Reports, AGMS, etc It is a temporary vehicle and cannot generate revenue
Ownership
 Foreigners & Corporations (with local manager) and Singapore Residents Foreigners & Corporations (with local manager) and Singapore Residents Foreign or local individuals, a local company, a foreign company or another LLP But must have one Manager who is a Singapore Resident Foreign or local individuals, a local company, a foreign company or another LLP But must have one Manager who is a Singapore Resident Can be 100% foreign or locally owned but needs a Singapore Resident Director No ownership but 2 Singapore Resident Agents required No Ownership but 1 Singapore Resident Representative Required
Separate Legal Entity
 No No No Yes Yes No No
Cap on Number of Members
 One Yes, max 20 No No Yes, max 20 For Exempt Companies Not Applicable Not Applicable
Minimum Setting up Requirement
 One At least 2 partners At least 2 partners, one must be an active partner At least 2 partners 1 shareholder and 1 director ( both can be same) 2 Singapore Residents 1 Singapore Resident
Limited Liability
 No No Only for limited partners Yes Yes Yes Yes
Need for Audited Accounts
 No No No No Yes, for turnover above S$5 Million or Non Exempt Companies Yes No
Tax Treatment
 Same as Personal Income tax Partners taxed according to their personal income tax rate Partners taxed according to their personal income tax rate Partners taxed according to their personal income tax rate Taxed at the corporate level, First S$100,000 of net income each year is tax free and the next S$200.000 will be taxed at 9% for new Exempt Companies for first 3 years. Dividends are tax exempt. Taxed at the corporate level Not Applicable
Cessation of Business upon Death of a Member/Partner
 Yes Yes Yes No. The LLP will continue to exist No. Equity shares go on in perpetuity No Not Applicable