Singapore Branch Office Setup with Nominee Agent
Singapore Branch Office Registration + Nominee Resident Agent Service
Singapore branch office is one of the two options for foreign companies wishing to set up their presence in Singapore.
A registered Branch Office in Singapore functions as an extension of a foreign company that is registered outside of Singapore.
Setup Requirements for a Branch Office in Singapore
- 1 Corporate Shareholder
- 1 Singapore Resident Agent
- A Registered Office Address in Singapore
Taxation of Singapore Branch Office
A Singapore branch office is considered a non-resident company for tax purposes. Non-resident companies are not eligible for tax incentives for new startup or resident companies, and therefore most foreign companies prefer to set up a Singapore Subsidiary Company rather than a Branch Office.
What are the Features of the Singapore Branch Office?
- The name must match that of the parent company.
- It must appoint one staff member who can be a Singapore resident or a foreign individual, to act as an agent to support the business administration of the Branch Office.
- It is an extension of the foreign parent company; therefore it does not have a separate legal identity.
- The foreign parent company is liable for the acts, losses, and debts of its branch office.
- Foreign staff relocating to Singapore to be the agent must obtain an Employment Pass.
- The constitution of the company and its activities are directed by the foreign parent company’s Memorandum and Articles of Association.
- Must have a registered office address in Singapore
Advantages of Opening a Singapore Branch Office
- It allows foreign companies to explore and expand business opportunities in the Singapore market.
- It is a good platform to establish a company’s brand.
- It enables direct connection with local agents and distributors.
Disadvantages of Singapore Branch Office
- It is considered a non-resident for tax purposes, and therefore not eligible for any tax exemptions or incentives for new start-ups in Singapore.
- It does not have a separate legal identity, and therefore the foreign parent company is responsible for all its debts, losses and liabilities.
- The foreign parent company is required to submit an annual report and audited accounts within two months of the Branch Office’s annual general meeting.
If you choose to set up a Singapore Branch Office, you will need to take the following steps:
- Register a Singapore Branch Office. Rikvin can help you register your Branch Office.
- Appoint one resident agent to represent the company in accordance with the Singapore Companies Act. The agent can be a Singapore resident or an appointed staff member from the foreign company who has secured the Employment Pass.
- Alternatively, you can engage our Nominee Agent Service to represent your Branch Office.
- Any foreign company wishing to register a Singapore branch must engage the services of a professional services firm in Singapore.
Application for an Employment Pass for the appointed staff member to relocate to Singapore can only be submitted after the successful registration of the Branch Office.
What are the required documents for Setting Up Branch Office in Singapore?
Foreign companies have to engage a professional service bureau for the registration of a branch office. Rikvin can assist you in setting up your branch office. The following documents are required when registering a Branch Office in Singapore:
- A certified copy of Certificate of Incorporation of the foreign parent company.
- A certified copy of Memorandum and Articles.
- Information such as nationality, passport number and other personal information of directors of the branch office.
- A memorandum executed by or on behalf of the foreign company stating the powers of the local directors if any.
- A memorandum of appointment or power of attorney stating the names and addresses of two or more residents in Singapore to act as authorized agents to perform services and accept any official notices served to the company.
Step 1 – Submit Your Request and Provide Incorporation Details
Upon receipt of your company incorporation details, we will:
- Check your proposed company’s name availability.
- Follow up with you to clarify queries (if any) and advise accordingly.
- Send you an invoice for our services.
Step 2 – Make Payment
We will commence with the preparation of incorporation documents upon receiving the payment for services as reflected in the invoice. We accept payment via cash, cheque, telegraphic transfer and credit card.*
You will then have to sign the incorporation documents either in Singapore before us or before Notary Public if you are overseas.
*(Admin surcharges apply.)
Step 3 – Register Branch Office and Open Bank Account
Upon the signing of the incorporation documents, we will proceed with the registration of your company with the Accounting and Corporate Regulatory Authority of Singapore (ACRA).
Once the company has been incorporated, we will help you open a corporate bank account.
Step 4 – Apply for Employment Pass (EP)
Rikvin submits all Employment Pass (EP) applications electronically to the Ministry of Manpower (MOM) so that you can learn of your application outcome sooner.
- It takes MOM between 1-15 working days to process the application.
- Upon receiving the In-principle Approval notification, we will make arrangements for the collection of your EP.
The application for the employment pass can only be done once the company has been incorporated. It is not necessary to be physically present in Singapore while the application is being processed.
Singapore Branch Office Registration
Our service for incorporation of a Singapore Branch Office includes:
- Name check and reservation
- Preparation of memorandum & articles of the company and other incorporation documents
- Preparation of registration forms
- Registration of the Branch Office
- Professional & Government filing fees
- E-Certificate of incorporation
- Preparation of corporate compliance kit, including corporate seal, share certificates, register and minutes book
- Minutes of the first board meeting
- Company profile extract from the Registrar of Companies (ROC)
- Resolution and assistance to open a corporate bank account
Singapore Local Nominee Agent
If you do not have a local Singapore resident agent to meet the requirement of the Singapore Companies Act, you can engage our Nominee agent Service. We will provide you the service of a local Nominee agent for your company, provided the followings conditions are met:
- The service is offered for statutory compliance only. The Nominee agent will not be involved in any financial or operational matters or management of the company.
- You must appoint one or more individuals (normally the company shareholders) to be the directors that are responsible for running the company operations.
- You must satisfy our initial and on-going KYC requirements.
- Execute our Nominee Director Indemnity Agreement.
We will also require a refundable security deposit for the provision of the Nominee agent Service. The service can be terminated any time at your convenience. You, however, must appoint a new Singapore resident agent to meet the statutory requirement. Security Deposit is in addition to the Service Fees. The security deposit is refundable.
Registered Office Address
The Companies Act requires all Singapore incorporated entity to have a Singapore-based registered address.
- All Singapore Companies require a local registered address for official communication.
- Rikvin can provide a prestigious address if you don’t have one.
- If this option is terminated prematurely, any unused amount is refunded on a pro-rated basis.
Ready to incorporate a Singapore Branch Office?
Rikvin’s expertise is unrivaled in Singapore. With 20 years of know-how in company incorporation, accounting, tax, payroll and immigration services, you can count on us to be your dedicated one-stop business solution.