How to Incorporate A Company in Singapore

Table of Contents

Setting up a business doesn’t always come down to having a vision, a new product or service. Incorporating a company can sometimes be troublesome and complex. Registering your company in Singapore the right way is a very important step in growing your business successfully. Thus, it is important to understand the process and choices associated with registering your business.

Pre-Incorporation

The requirements to register a company in Singapore is a myth to some, and nettle to others given the various administrative steps required. For instance, you will need to apply to the Company Registrar of Singapore (ACRA) before you even do anything. The purpose of ACRA is to provide a regulatory environment for businesses in Singapore and it also acts as the Company Registrar here. You will be obliged to fulfil all of its compliance requirements under the Companies Act, Chapter 50.   

The ACRA registration will need you to submit the following:

  • At least one (1) Shareholder
  • A minimum initial Paid-up Capital of S$1
  • At least one (1) Company Secretary
  • At least one (1) Local or Resident Director
  • A local registered address for the company office

ACRA will send an email confirming the successful incorporation of your company. In the email you will find an electronic report containing details about the new business. You will also receive a URL to download the profile after you have successfully registered the business. Also, a hard copy of the certificate will be provided for a small fee once you make a request online. 

Acquiring Business Licences and Permits

Although most businesses to be carried out in Singapore do not require licences and permits other than the registration with ACRA, there are a handful that do as they are regulated by the approving authorities. Depending on your company’s principal activity, you may have to have your application forwarded to the relevant governing body for its consideration. Some of these are industry-specific businesses like retail stores, pet shops, liquor distributors, pharmacies, importers/exporters, and telecommunication businesses.     

Plus if your business offers certifiable professional services such as those of lawyers, doctors, pilots or financial planners, your practitioners will need certain occupational licences to practice legally in your work premises. Let’s just say you are starting up a medical clinic and your practitioners carry out medical procedures such as liposuction, abortion and sterilisation. So on top of the occupational licence that your practitioner needs, you will also be required to have a medical clinic licence too!

Last but not least, if you are looking at renovation or signboard advertisements in the course of running your business, you will need to obtain a permit beforehand. Try to check if your proposed advertising sign or signboard complies with the relevant guidelines and requirements before applying. This way you could save a lot of time and money and use them to your business’ marketing plans instead.  

Follow the 4 easy-steps below to acquiring business licences and permits:

  • Step 1: Check your company’s principal activities from the list set out in the Singapore Standard Industrial Classification (“SSIC”).
  • Step 2: If your principal activity falls under industry-specific businesses, you may then forward your application to the relevant governing authorities for its consideration.
  • Step 3: To register occupational licenses especially lawyers, doctors, pilots, etc. if any. 
  • Step 4:  To obtain a permit before any specific type of renovations or signboard advertisements.

Post-Incorporation

Notably, after you have set up a business in Singapore, decided how many shares to issue, to whom and in what proportion, you will now need a local registered address in Singapore for company office. Then you need to appoint at least one company secretary within six months from the registration date of the company. But how do you do so many things at once? 

Here is our guide to shed some light on your organisation’s post-incorporation phase. 

Company’s director

With regards to the particulars of a director, as stipulated in the Companies’ Act, he or she should be: 

  • At least 18 years old
  • Of full legal capacity
  • A Singapore Citizen, Singapore Permanent Resident or EntrePass holder
  • A director may also be an Employment Pass (EP) holder
  • Cannot be disqualified from acting as a director of a company e.g. an undischarged bankrupt
  • Has not been convicted in Singapore of any offence in connection with the formation or management of a corporation

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Share capital

Share capital is the funds that a company raises from selling shares to investors. In Singapore, minimum share capital is S$1. Assuming you sell 1,000 shares at $15 per share you raise $15,000 of share capital. You can have a minimum of 1 shareholder but cannot exceed a maximum of 50 shareholders if you are incorporating a private limited company. In general, Singapore allows 100% of local or foreign shareholding. Therefore, if you are a foreign person and not a resident of Singapore, you can still be the shareholder and operating director of your company.

Registered office

You need to choose the type of your office, whether renting an office space, opting for a virtual office, or applying for a licence to have a home office. How much will that cost you in Singapore really depends on which type of office you decide upon. Having a home office would be the cheapest as it does not require the payment of rental. However, administratively, opting for a virtual office provides you with all the perks of commercial property that home office does not. These range from an office address and telephone number, receptionist services, mail scanning and forwarding offices, and access to meeting rooms. 

Company secretary

If you are the sole director of your company, you actually need a company secretary. This is because the sole director of a company and the company secretary cannot be the same person. Your corporate secretary’s job is to mainly assist you in the administration of your company, ensure that all shareholders are kept well informed of statutory obligations (such as the annual filing of audited accounts and the holding of annual general meetings), etc. The right candidate is required to be appointed within six months from the date of your incorporation under the Companies’ Act and should be:

  • At least 18 years old
  • Ordinarily resident of Singapore
  • Sound knowledge of the Companies’ Act

Are you seeking a professional corporate service provider?

We provide

  • Preparation of Share Certificates
  • Reservation of Names
  • Preparation of Form 45 & Form 45B
  • Advisory on the nature of Private Limited
  • Arrange Banker to visit your office to open a bank account
  • Advisory on different grants and incentives provided by government
  • Preparation of the minutes of first director’s meeting
  • AML forms

Documents needed from foreign director

  1. Valid passport /Singapore identification card; and
  2. Proof of residential address (i.e.: utilities bill, mobile phone bills, which is not more than 3 months old) of foreign directors/shareholders.

**In the event that any individual is unable to attend face to face meeting, we require the following:

  1. A certified true copy of a valid passport /Singapore identification card; and
  2. A certified true copy of proof of residential address (i.e.: utilities bill, mobile phone bills, which is not more than 3 months old) of foreign directors/shareholders.

The certification of true copy shall be done by a Practising Lawyer, Commissioner for Oaths or Notary Public if they are done in Singapore. If the certification of true copy is done outside Singapore, it must be certified true by a Notary public only.

Next steps

Contact us to incorporate your company with Pan Island Accounting. 

10 Ubi Crescent #05-96
Ubi Techpark Lobby E
Singapore 408564

Website: http://panislandaccounting.com

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