It usually takes 1 working day to register a company in Singapore.
The government fees to register a business in Singapore is SGD 365 (This includes the certificate of incorporation as well.)
Foreigners have 3 ways to open a business in Singapore. One of the ways is to appoint a Singaporean or Permanent Resident as one of the company directors. To save the trouble, engage a company incorporation service that usually includes a nominee director, registered business address, company secretary, and government fees, which includes all you need to get your company running.
In this guide, we will be looking into registering a company in Singapore. This guide will provide useful information on opening a company and starting a business in Singapore, including the requirements, procedures, and time needed.
How to Start a Business in Singapore?
In order to start a business in Singapore, there are 3 main steps of the registration process to follow:
1. Choose a Business Structure
Choosing a business structure is extremely important. It is like a business plan. Different business structures will suit you depending on your business plan and business model. Also, different business structures will require different processes and requirements to register. Common business structures are Private Limited Companies, Sole Proprietorships, and General Partnerships.
2. Register Your Business
There are three ways to register your business in Singapore:
It is highly recommended that you open a business bank account for your business.
A business bank account provides several benefits, including:
- Separation of Business and Personal Transactions: Keeping business transactions distinct from personal ones.
- Effective Tracking of Business Finances: Facilitating the monitoring of business cash flows, income, and expenses.
- Simplified Income Tax Filing: Assisting in financial data organisation, making it easier to file accurate income tax returns.
🔎 Read More: For a more comprehensive guide, check out our article about starting a business in Singapore in 2024.
How Long to Successfully Register a Business in Singapore?
Depending on the type of business and business structure, it usually takes 1 working day. The Accounting and Corporate Regulatory Authority (ACRA) will start processing once the name application fee is paid and will be completed within 15 minutes. However, for more complex businesses, it may take up to 2 months if there is a need to be referred to another agency for approval or review.
What is the Cost of Registering a Company in Singapore?
Incorporating a business in Singapore costs SGD 15 for the company name application and SGD 300 for the registration fee. Purchase of certificate of incorporation at SGD 50. Alternatively, you can engage an agent to incorporate your business. Such services usually include the cost that has to be paid to the government.
💡 Tip: Engage an agent to help you with Singapore company registration. Here are the 5 best company incorporation services in Singapore.
Types of Business Structures in Singapore
A Sole proprietorship or general partnership is Singapore's most basic form of business structure. Simply put, a single individual providing or doing activities can register himself or herself as the owner to become a formal business. This is the basic concept of a Sole Proprietorship. Some examples could be a person who runs a small convenience store in front of his or her house, an individual providing services like a freelancer and even an artisan.
According to the Accounting and Corporate Regulatory Authority (“ACRA”), a company is a locally incorporated entity in Singapore.
A company can be of a Private or a Public nature. A Private company is limited by a maximum of 50 shareholders, while a Public Company Limited can have more than the allowed amount of shareholders for a Private company and can raise capital from the public. A key element of this business structure is its legal identity, which is separate from its owners. This means that the liability of the Private Limited Company allows the shareholders, being either a corporate entity, individuals, or a combination of both, to limit their exposure and privacy by being a separate legal entity.
A Limited Liability Partnership (LLP) serves as a business structure in Singapore, providing owners with the flexibility of a partnership combined with a separate legal identity similar to a private limited company. This allows businesses to operate with limited liability for the partners.
For the fiscal year 2024, Singapore's corporate income tax rate is 17%. Singapore's flat and fixed tax rate makes it an attractive business destination. To determine your business tax, follow these steps.
- To determine your taxable income, calculate your gross income. Next, subtract your operational expenses to obtain your net profit or loss. Your taxable income, also called chargeable income, is equivalent to this net profit or loss.
- Determine your total deductions - Singapore provides various tax benefits, such as tax exemptions, rebates, incentives, and deductions, that can help reduce your tax burden. These benefits can result in a substantial amount of savings that you can use to lower your tax liability.
For example, start-up companies can receive full or partial exemptions for up to three years. Additionally, there are tax deductions and incentives for business activities like research and development, investment in approved activities, or qualifying expenses.
Your taxable or chargeable income is calculated by adding up your exemptions, incentives, and deductions and then subtracting the total from your income. This gives you your net taxable or chargeable income.
- Calculate the corporate tax - Here is the formula for calculating your corporate tax in Singapore: [Chargeable income - (Exemptions + Incentives + Deductions)] x 17%.
For example, Company X made a $1,000,000 profit in 2022. The total tax rebates, exemptions, incentives, and deductions were $300,000. His corporate tax calculation will be ($1,000,000 - $300,000) x 17% = $119,000.
🔎 Read more: Read this guide about Singapore’s corporate tax rate for more information.
Not all businesses require a business license in Singapore. However, certain businesses do require one. A business license is a permit issued by the Singapore government agency that gives you permission to run a specific type of business. Certain types of businesses require a license before they are allowed to operate. Here is a table to illustrate businesses and their licenses and permit requirements:
|Type of Business
|Depends on the nature of the goods and services provided.
🔎 Read more: Check out this complete guide on business license and permit requirements in Singapore.
Can a Foreigner Register a Company in Singapore?
Yes, a foreigner can register a company in Singapore. If you plan to start a company in Singapore and are moving there, you can register it with the relevant work visas or do so remotely by appointing a resident director or a nominee director.
The minimum requirements for a foreigner to incorporate a company in Singapore are
- At least one shareholder
- At least $1 paid-up capital (in any currency)
- A local company secretary
- A Singapore-based director
- A registered address in Singapore
There are three ways for foreigners to register a company in Singapore:
Employment Pass (EP) holders
The Ministry of Manpower (MOM) allows entrepreneurs to obtain an EP after incorporating a company in Singapore. The EP allows you to enter Singapore and work for your new company.
Apply for an Entrepreneur Pass (EntrePass)
MOM approves EntrePass for eligible foreign entrepreneurs starting businesses in Singapore with venture backing or innovative technologies. You can apply if you have started or plan to start a venture-backed or technologically innovative private limited company registered with ACRA. The company should be less than 6 months old or can be registered after EntrePass approval.
Incorporate a Company Without Relocating
If you cannot relocate to Singapore, one of the company directors or authorised representatives must be a Singapore citizen or permanent resident of Singapore. This resident can manage the business on your behalf.
💡 Tip: Check out this Work Permit and Visa guide to learn more about employment passes and EntrePass and how to apply for them.
What is a Corporate Secretary?
A corporate secretary, also known as a company secretary, is required by the Companies Act 1967, Section 171 requires all companies in Singapore to appoint a corporate secretary whose main duty is to ensure that the company complies with Singapore’s Company Law. When the company is incorporated, Company Secretary can be left blank initially. However, the Company Secretary must be appointed within 6 months of incorporation.
Here are the main roles of a corporate secretary:
1. For the Company:
- Ensuring the company and the business activities follow all the rules.
- Protects the company's interests.
- Makes certain the company is governed well.
- Oversee the Company's deadlines to ensure that the company meets all deadlines to remain in good standing and have good corporate governance.
- Keeping and maintaining the statutory registers of the company
2. For Company Directors:
- Gives advice and support to the directors.
- Share information with directors so they can help in meetings.
3. For Company Shareholders and Stakeholders:
- Communicate regularly with shareholders and stakeholders.
- Protects the shareholders' and stakeholders’ interests.
- Shares financial statements on time for approvals by the directors during the Annual General Meeting, whether physically or by written means.
According to the Accounting and Corporate Regulatory Authority(“ACRA”), the key jobs of a Singapore corporate secretary include:
- Keeping important statutory company records; Filing annual returns;
- Organising board meetings for shareholders and the board of directors;
- Submitting all required documents on time; Helping with administrative tasks and keeping minute books for meetings;
- Ensuring good corporate governance is in place, legal, and administrative support to the board; Making sure the board's decisions are carried out; Ensuring the company follows all the laws;
- Keeping abreast on legal changes and compliance requirements.
- Communicates well with shareholders; and
- Prepares annual general meetings (AGM) with the company's directors, usually within six months after the financial year ends.
🔎 Read more: Read this guide on Corporate Secretary in Singapore to learn more.
Benefits of Opening a Company in Singapore
Singapore provides a business-friendly regulatory environment, a highly skilled local workforce, and enforcement of intellectual property rights. Additionally, Singapore has a robust economy, attractive tax system, and ease of incorporation and operation. Not only is Singapore an attractive business destination in Asia but also in the World. Here are some benefits of opening a company in Singapore:
1. Strategic Location
2. Established Infrastructure
3. Robust Economy
4. Favourable Tax System
5. Support for Startups
6. Easy to Conduct Business
7. Fast and Simple Incorporation
🔎 Read more: Still considering Singapore? Learn more about the benefits of opening a company in Singapore.
How much is needed to register a business in Singapore?
The total cost is SGD 365 - SGD 15 for the business name application, SGD 50 for the purchase of a certificate of incorporation and SGD 300 for the registration fee.
What is the corporate tax rate in Singapore?
Can a foreigner register a Singapore business and become a business owner in Singapore?
What is the time needed to register a company in Singapore?