COMPANY REGISTRATION PROCESS IN SINGAPORE

This document provides a comprehensive overview of the company registration process in Singapore, outlining the minimum requirements, steps involved, and post-registration formalities. It highlights key aspects such as company name approval, company type, shareholder and director requirements, appointment of a company secretary, paid-up capital, and governance structure. The registration process is explained in three simple steps, followed by a description of post-registration obligations including opening a bank account, obtaining a business license, and registering for the Goods and Services Tax (GST). The document concludes by emphasizing Singapore's advantages as a business hub and its attractive regulatory environment for entrepreneurs seeking global expansion opportunities.

COMPANY REGISTRATION PROCESS IN SINGAPORE

Introduction

Singapore is a great location to establish a company if you are looking to expand your business globally. According to the Singapore Companies Act, anyone who is 18 years or older can easily register a company in Singapore. Registering a company in Singapore provides an efficient tax structure, which is a great advantage. All companies in Singapore are required to register with the Accounting and Corporate Regulatory Authority (ACRA) and comply with the Companies Act.

Minimum requirements to Register a Company in Singapore -

Company Name: - In order to establish a company in Singapore, it is mandatory to obtain approval of the proposed company name from the Accounting and Corporate Regulatory Authority (ACRA) prior to incorporation. This ensures that the company name is unique and complies with the relevant regulations and guidelines.

Company Type: - When applying, it is important for the applicant to clearly specify the type of company structure they have or intend to establish. There are several different types of company structures to choose from, each with its own unique characteristics and legal requirements. By providing this information, the applicant can ensure that their application is properly processed and evaluated.

Private Company:

 A private company that is limited by shares is a type of company that is allowed to have a maximum of 50 shareholders. On the other hand, a private company that is exempt by the minister has a more specific limit of up to 20 individual shareholders and cannot have any corporation listed as a shareholder. This type of company is treated as exempt by the minister.

Public Company:

A Public Company (limited by Shares) is a type of business entity that has more than 20 shareholders. Such companies usually raise capital by offering shares or debentures to the public. On the other hand, a Public Company (which is limited by Guarantee) is created for carrying out non-profit-making activities. Instead of shareholders, it has members who provide a guarantee to cover the company's liabilities.

 

Shareholders: - In Singapore, it is a legal requirement for companies to have at least one shareholder to operate. The maximum number of shareholders allowed for a company is 50. Shareholders can be either individuals or corporate entities.

Directors: - In Singapore, companies are allowed to appoint any number of Directors they deem necessary for their operations. However, it is mandatory for at least one Director to be a resident of Singapore. This Resident Director must meet certain eligibility criteria, which include being a permanent resident of Singapore, holding a valid Dependent or Employment Pass, being at least 18 years of age, and having a clean criminal record with no past convictions. These criteria ensure that the Resident Director is a reliable and responsible individual who can help the company comply with legal requirements in Singapore.

Company Secretary: - In Singapore, every company is required to appoint a competent Company Secretary whose primary responsibility is to ensure that the company meets all regulatory compliance requirements. The Company Secretary must be a natural person and a resident of Singapore. As per the Singapore Companies Act, every company needs to appoint a Company Secretary within six months of its incorporation.

Paid-up Capital: - When registering a company in Singapore, it is mandatory to have a minimum paid-up capital of S$1 or its equivalent value in any currency. This capital is the amount of money that the company has received from its shareholders in exchange for the shares issued to them. The purpose of having a minimum paid-up capital is to ensure that the company has sufficient funds to operate and cover its initial expenses.

Governance Structure: - The governance structure of a company refers to the way it is managed and controlled, including the roles and responsibilities of its directors, officers, and other stakeholders. This structure is defined by the company's constitutional documents, such as its articles of association or bylaws, which set out the rules and procedures for decision-making and accountability. Additionally, the interrelationship between the company and its shareholders, who are its owners, is also governed by these documents and by the provisions of the Companies Act, which provides a legal framework for corporate governance and shareholder rights.

 

Three Simple Steps to Register a Company in Singapore -

Step 1

·         If you are a company owner planning to register a company in Singapore, you must first obtain a Company Name Approval from the Accounting and Corporate Regulatory Authority. To get this approval, you can apply online while following these guidelines:

·         The name you choose must not be identical to any existing business or company in Singapore.

·         Your chosen name must not infringe any existing trademarks.

·         It must not contain any vulgar or obscene language.

·         The name you choose should not already be reserved by another company.

 

If your chosen name is approved, you can reserve it for up to 120 days, and you must incorporate your business within this time frame. If you do not incorporate your company within 120 days, your company name will be released, and it will be available for others to reserve.

 

Step 2

·         Please ensure that you have the necessary documents ready for the company registration process, once your company name is approved by the Accounting and Corporate Regulatory Authority "You will be required to present the following documents:"

·         Company Constitution: This is a legal document that outlines the rules governing your company's operations. You can either use the standard template provided by the Authority or hire a professional firm to draft one for you.

·         Shareholders' identification and residential address details.

·         Each appointed director must sign a consent form to act as a director.

·         The appointed company secretary must also sign a consent form to act as a company secretary.

 

Step 3

To register a business in Singapore, you need to get the name approved by the Accounting and Corporate Regulatory Authority (ACRA) and get all the necessary documents ready. Once everything is in place, the company can officially register with ACRA. In rare cases, some registrations may need to be referred to other government authorities for further verification. If ACRA conducts additional revisions, the registration process may take a few weeks.

 

Process after a Successful Singapore Company Registration -

After successfully registering a company in Singapore, there are some essential formalities that need to be completed. Firstly, the applicant must open a bank account to manage finances and keep track of all transactions. Secondly, it is essential to secure a business license which may vary based on the nature of your business. Finally, if the projected annual revenue exceeds S$1 million, the applicant must register for the Goods and Services Tax.

 

 

Conclusion:

Establishing a company in Singapore offers numerous advantages, including an efficient tax structure and a conducive business environment for global expansion. The process of registering a company in Singapore involves fulfilling minimum requirements such as obtaining a unique company name approval, specifying the company type, having at least one shareholder and director, appointing a company secretary, and meeting the minimum paid-up capital requirement. Following a straightforward three-step process outlined by the Accounting and Corporate Regulatory Authority (ACRA), entrepreneurs can efficiently register their businesses. Additionally, after successful registration, entrepreneurs must complete essential formalities such as opening a bank account, securing a business license, and registering for the Goods and Services Tax if applicable. Overall, Singapore's business-friendly policies and robust regulatory framework make it an ideal destination for entrepreneurs looking to establish and grow their ventures on a global scale.