How to Register a Company in Singapore | EntityFlo

How to Register a Company in Singapore | EntityFlo

Singapore company registration costs SGD $315 total, takes 1–3 days via ACRA's BizFile+ portal, and gives you access to one of Asia's most business friendly jurisdictions. You'll need at least one locally resident director. Here's exactly how it works.

The Accounting and Corporate Regulatory Authority (ACRA) is Singapore's national regulator for businesses and corporate governance. All Singapore companies are registered with ACRA under the Companies Act .

Registration is done through BizFile+ — ACRA's online business registration portal at bizfile.gov.sg.

Singapore's Unique Entity Number (UEN) serves as your company's permanent identification number across all government agencies.

Singapore is a gateway to Southeast Asia and one of the world's most attractive jurisdictions for holding companies, regional headquarters, and international businesses:

Low corporate tax rate: 17% flat corporate income tax (with startup exemptions for the first 3 years) Extensive DTA network: Double Tax Agreements with 90+ countries No capital gains tax Strong intellectual property protections Business friendly legal system (English common law) Strategic location — regional HQ for operations across ASEAN, India, Greater China

Type Description Best For Private Limited Company (Pte Ltd) Standard private company, limited liability Most businesses, regional HQs Public Limited Company (Ltd) Can offer shares to public, SGX listing eligible Listed companies Sole Proprietorship Single owner, unlimited liability Sole traders (not recommended for serious businesses) Limited Liability Partnership (LLP) Partners with limited liability Professional services Branch of Foreign Company Extension of parent company Foreign companies testing Singapore market

For international businesses setting up in Singapore, Private Limited Company (Pte Ltd) is almost always the right choice.

This is the critical constraint for foreign founders:

At least one director must be ordinarily resident in Singapore. This means a Singapore Citizen, Singapore Permanent Resident, or an Employment Pass (EP) or EntrePass holder.

If you don't have someone locally resident who can serve as director, you have two options:

1. Hire a nominee director: Professional corporate services firms in Singapore offer nominee director services. The nominee is a professional who serves as director for compliance purposes. This is legal and very common. Costs typically SGD $1,000–$3,000/year.

2. Get your own Employment Pass: If you're moving to Singapore, apply for an EP before incorporating — then you qualify as a local director yourself.

This requirement is the single biggest differentiator between Singapore and jurisdictions like the UK or Australia.

1. Company Name ACRA requires name reservation before incorporation — unlike Australia and the UK where you do both in one step.

Name must: Not be identical or similar to an existing registered name or trademark Not be undesirable or offensive Not conflict with any existing business name

Reserve your name through BizFile+: SGD $15 (non refundable), valid for 60 days.

2. Registered Office Address Must be a physical address in Singapore (not a PO box, not a residential address) Must be open and accessible during normal business hours Most companies use a corporate secretarial firm's address as their registered office

3. Director Details For each director (at least one must be a Singapore resident): Full legal name (as on passport/NRIC) Identity number (NRIC for Singapore residents; passport number for foreigners) Residential address Date of birth Nationality

4. Shareholder Details Full legal name and address Number and class of shares For corporate shareholders: UEN (if Singapore entity) or company registration number (if foreign)

5. Share Structure Singapore Pte Ltd companies typically issue ordinary shares. No par value shares (Singapore abolished par value in 2006). Determine: Total shares to be issued Price per share (can be SGD $1 each) Shareholder allocations

6. Company Constitution The Companies Act provides model constitution clauses as defaults. You can adopt the model constitution unchanged (simplest) or adopt a custom constitution.

For straightforward company setups: adopt the model constitution.

7. Company Secretary Singapore requires all companies to appoint a company secretary within 6 months of incorporation. The company secretary must be a natural person ordinarily resident in Singapore.

This is not the same as Australia or the UK, where company secretaries are optional for private companies. In Singapore, it's mandatory.

Many companies engage corporate secretarial firms for this role — it's a standard service.

Step 1: Reserve Your Company Name Log in to BizFile+ using your CorpPass or SingPass. Submit a name reservation application. Pay SGD $15. Wait for approval (usually same day, sometimes 14–60 days for names requiring further review).

Step 2: Prepare Incorporation Documents Once your name is reserved, prepare: Memorandum and Articles of Association (or adoption of model constitution) Director consent declarations Shareholder consent declarations Details of beneficial ownership (for the Register of Controllers)

Step 3: Submit Incorporation Application via BizFile+ File the Incorporation Application through BizFile+. You'll need: Your reserved company name Registered office address Director and shareholder details Share structure Constitution choice

Fee: SGD $300 (total formation cost with name reservation: SGD $315)

Step 4: Receive Your UEN Most applications are processed within 1–3 business days . You'll receive: Your Unique Entity Number (UEN) ACRA's electronic notification of incorporation Certificate of Incorporation (digital, accessible via BizFile+)

Step 5: Appoint Company Secretary Within 6 months of incorporation, appoint a qualified company secretary.

Step 6: Set Up Corporate Bank Account Open a business bank account. Options in Singapore: DBS, OCBC, UOB (local banks — thorough KYC, good for established businesses) Aspire, Airwallex, Wise (challenger banks — faster to open, good for startups)

Annual General Meeting (AGM) Private companies are generally exempt from holding AGMs since 2017, unless: (a) a member requests one, or (b) ACRA requires one. However, you still need to prepare annual financial statements.

Annual Return (Filing with ACRA) Every year, within 5 months after the end of the company's financial year (for private companies), file an Annual Return with ACRA.

The Annual Return includes: Updated director and shareholder information Registered office address Share capital details Financial statements reference

Financial Statements Singapore companies must prepare financial statements. Small companies (meeting at least 2 of 3 criteria: revenue ≤ SGD $10M, assets ≤ SGD $10M, ≤ 50 employees) are exempt from audit.

Corporate Income Tax File Estimated Chargeable Income (ECI) within 3 months of your financial year end File Form C S or Form C (corporate tax return) by November 30 each year Corporate tax rate: 17% (with startup tax exemptions for the first 3 years of assessment)

Startup Tax Exemption: First SGD $100,000 of chargeable income: 75% exempt Next SGD $100,000: 50% exempt Effectively reduces the tax burden significantly for early stage companies

GST Registration Register for Goods and Services Tax (GST) if your annual turnover exceeds SGD $1 million.