wealthbridge incorporation guideS:

Company Registration in Singapore

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Company registration in Singapore is accompanied by a number of rules and regulations that need to be adhered to. The registration process is used as a tool for regulating the formation of companies in Singapore. Singapore is committed to having companies that are legal and are driven in the best way possible. Individuals who want to come up with a company needs to understand what a private limited company is all about. For instance, private limited companies have separate legal entities. Besides, they are also taxable entities. Usually, shareholders in Private Limited Companies are never liable to losses and debts exceeding their share capital amount.

Requirements in Registering your Company in Singapore

There are a number of significant requirements that make the process of registration of company in Singapore easier. The requirements have to be met for your company to be incorporated in Singapore. Below is what you will be required to provide during the registration process:

Proposed Company name

The name of your company needs to be approved first by ACRA. The approval should be done prior to submitting your company for registration. There is a possibility that your company name can be rejected if by any chance it is:

  • Undesirable
  • Similar to that of the existing name of a company
  • Similar to popular trademarks and names like Temasek and Coca-Cola

You can check this article on how to choose a name for your company.

Registered Address

The company needs to have a known registered office. This registered address should be used in receiving the company’s official documents and notices. Furthermore, the registered office address should make it easier for the company to maintain relevant registers as required by the law. The address needs to be a notable physical address. Other businesses are given a chance of using residential addresses.

Company Secretary

A private limited company needs to appoint a reliable company secretary. The secretary should ensure that the company has complied to all regulatory conditions. This company secretary ought to be a person staying in Singapore. The secretary needs to be appointed within 6 months of registration. Ensure you present the name of the company’s secretary during registration of company in Singapore. It is a requirement that will make it easier for your company’s incorporation.

Share Capital

There is a minimum shared capital that all Companies wishing to set their operations in Singapore need to have. Once the company has been registered, the shared capital can be increased. Prior to registration, the company has to ensure it meets the shared capital valuation. This is a need that will ensure the company operates for its expected time in Singapore. The financial capability of the company will also be responsible for attracting more investors, partners, and customers.

Learn more about authorized share capital.

Governance Structure

The company needs to have set in place a governance structure. This structure should spell out how the shareholders and the company are to be governed. It should also reveal the memorandum of association the company uses. The governance structure is very important in ensuring the company gets proper leadership, management and can also handle any internal conflicts that might arise. The company registration authority will have to look through the governance structure prior to registering the company. The authority in place needs to confirm beyond any doubt that indeed the governance structure is dependable.

Resident Directors

Any company that intends to operate in Singapore should not have less than one Director. The director can be a citizen, permanent resident or holders an EntrePass/Employment Pass in Singapore. It is mandatory for the Resident director to have a reliable residential address. The company has no limit on the number of directors it can add. However, every director should be 18 years and above. Most importantly, the directors should not have any past criminal record. Bankrupt individuals should not be hired as directors. The law allows directors to also be shareholders. During company registration in Singapore, a company needs to provide its list of directors. By doing so, the registration process will go on smoothly.

After Company Registration in Singapore

Once the company has been registered, there are still important factors to be put into consideration. These conditions allow the company to operate without any issues with the relevant authority. Below are some of the things that need to be taken seriously:

  • Registered Office Hours - First, you need to have a legally registered office. It has to be made open to everyone for at least 3 hours every day.
  • Custom Registration - If your company involves transshipment, import, and export you will have to undergo custom registration. Ensure you comply.
  • Registration number - ACRA issues registration numbers to registered companies. The number should appear on all the company’s billings, letterheads, invoices and other documents that carry the company’s official communications.
  • Registration of Singapore CPF (Central Provident Fund) - This is a mandatory pension fund system that every member needs to contribute a certain percentage.
  • Singapore GST (Goods and Services Tax Registration) - It reveals the tax that the company is entitled to pay on supplied products. Exported goods and services are not taxed. (See what are taxable supplies)
  • Licenses and Permits - A company is not allowed to take part in any business it feels like. The company needs to get a license or approval before operating any business.

Compliance for a Company in Singapore

Any company in Singapore has a responsibility of complying to some rules. One of the important activities they need to be committed to is filling annual requirements. Below are some of the requirements the company needs to file every year:

  • Financial Year Determination - Each company is required to determine its financial year. The financial year can begin on any particular month.
  • Corporate Tax Filing - Corporate tax returns need to be filed before the end of 30th November every year.
  • Holding an AGM - The company needs to conduct an annual general meeting each year. During the AGM shareholders get to see the company’s financial statements.
  • Annual returns - The annual returns need to be submitted a month from the day of the Annual General Meeting.

For you to register a company in Singapore there are a number of requirements that you need to meet. The requirements are vital in the proper running of the company. There is a registration procedure that needs to be followed to the latter. Every company that wants to operate in Singapore needs to abide by that procedure.

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