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Conceptualizing The Options Available for Foreigners to Incorporate Company in Singapore

Last modified: May 20, 2020
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Singapore is located n the heart of Asia. Its connectivity to the outside world, the pro-business environment, political stability, and most importantly the zero corruption legacy in its bureaucracy, all worked in its favor. Together all these factors and enthusiasm of foreign companies to enter the Singapore market helped in the economic and industrial development of Singapore. Yes! Even you can easily INCORPORATE COMPANY IN SINGAPORE.

singapore-mapThe free trade policies and open Singapore economy provide a stepping-stone for many foreign entrepreneurs and corporations. Along with it, several other factors like the strategic location of Singapore to tap Asian market, an easy procedure for registering a company in Singapore and a low taxation regime motivated foreign entrepreneurs and companies to enter the markets of this island nation.

Due to the rising popularity of Singapore as the next global destination to do business, in the past few years, Singapore has witnessed an exponential growth in the number of Singapore company formations. Compared to the company formation processes implemented by other countries, the process of registering a company in Singapore is fairly simple and fast. However, when it comes to the Singapore company incorporation by foreign nationals or foreign business entities, it is advisable to employ an elite firm offering Singapore incorporation services, like SBS Consulting.

One of the major benefits to open company in Singapore, acting like a cherry on top is lower corporate taxes, coupled with the business incentives and tax-free dividends to the shareholders. This is not a hidden secret, that the thousands of foreign investors and companies migrating to Singapore to open their businesses are interested in tapping the immense potential of the Asian market comprising of more than 3 billion consumers.


Options Available for Foreign Individuals to Setup Company in Singapore

The foreign individuals or enterprises interested in registering a company in Singapore have two major options in the form of,
1. Private Limited Company (PLC)

2. Exempt Private Company (EPC)


1) Private Limited Company (PLC)

  • In the Singapore corporate regime, a PLC is considered as a separate legal entity from its owner.
  • In every way,s a PLC is responsible for its own losses and debts.
  • A PLC is allowed to have minimum one shareholder and maximum of 50.
  • A PLC incorporated in Singapore is eligible to avail tax exemptions and benefits awarded to local companies.


2) Exempt Private Company (EPC)

  • An EPC is allowed to have a minimum of one shareholder and a maximum of 20 shareholders.
  • It is necessary that not even a single shareholder has to be a corporate entity.
  • If the annual income of an EPC is less than S$5 million, it is exempted from statutory audit compliance.
  • An EPC in Singapore is known to inherit all the qualities and traits of a Private Limited Company.


Options Available for Foreign Enterprises to Setup Company in Singapore

A foreign company interested to start its business operations in Singapore has different motives. Thus depending on the need and future business plans a foreign enterprise can avail three major options in terms of setting up a business in Singapore
1. Subsidiary Company in Singapore

2. Branch Office

3. Representative Office (RO)


1. Subsidiary Company in Singapore

  • A Subsidiary company in Singapore is a private limited company incorporated by a foreign company.
  • The Subsidiary company has a distinctive and independent legal status from its parent company.
  • Being a Singapore resident company, a subsidiary company enjoys the benefits of Singapore tax jurisdiction and is eligible for all tax concession schemes, business grants and incentives.
  • The parent company has no liability towards the losses or debts incurred by the subsidiary company in Singapore. A Subsidiary company is entirely liable or responsible for its own losses and debts.
  • A subsidiary company is known to inherit all the qualities of a private limited company.
  • The parent company is allowed to hold 100%ownership or 100 shares in its own name.


2. Branch Office

  • A foreign company opening a Branch Office in Singapore does not have a separate legal entity.
  • The parent company is entirely liable for all the losses and debts incurred by the branch office in Singapore during the course of business.
  • A Branch Office follows business policies and guidelines set by its parent company.
  • Being a non-resident Singapore company, a branch office is not liable for any tax exemptions or business incentives offered to Singapore-based companies.


3. Representative Office (RO)

  • Representative Office is a type of company incorporated by foreign companies to scout the Singapore market.
  • After a formatted market research and surveys conducted by it, the comprehensive reports are presented to the parent company for making some strategic decisions.
  • A Representative Office in Singapore works under the direction of its parent company.
  • According to the Companies Act Singapore, a representative office is not considered as a separate legal entity from its parent company.
  • In no way, a representative Office is allowed to trade in Singapore.


Registration Procedure and Timeline

After hiring SBS Consultancy, a client can expect the following:

  • Name Reservation for the proposed company
  • Register Company with the ACRA (Accounting and Corporate Regulatory Authority)
  • SingPass
  • Company Business Profile
  • Certificate of Incorporation
  • Applying for Business Licenses
  • Opening a Corporate Bank Account
  • Goods and Service Tax (GST) registration
  • Annual Filing Requirements


Requirements for Singapore Company Incorporation

  • Minimum paid-up capital of S$1 (S$50,000 for EntrePass holder)
  • At least one company secretary
  • At least one nominee local director
  • Registered address for company office
  • At least one shareholder (maximum 50 for a PLC and 20 for EPC)
According to the Singapore Companies Act, a foreigner or a foreign business entity are not permitted to self-register a Singapore company. It is mandatory for these investors to hire a local Singapore company incorporation service providing firm to register their business. As per the Double Taxation Agreements (DTA), the foreign companies incorporated as branch office will have to submit their branch office and head office accounts annually within two months after its annual general meeting to avoid paying double taxes.

SBS Consulting offers cost-effective Singapore company formation packages to its clients. This trusted firm also provides services like, auditing, accounting, payroll, immigration visas and passes, relocation, etc.

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