Singapore Company Incorporation without Relocation to Singapore
If you are a foreigner who plans to operate a company in Singapore without having to relocate, Singapore allows the setup of your company in Singapore provided you appoint a Singapore resident director when incorporating the company. If you cannot find a trusted contact to act as the Singapore resident director, you can engage nominee director service for a fee plus one-time refundable nominee director deposit.
A few considerations:
To incorporate a company in Singapore, foreign entrepreneurs must:
Who can incorporate: Qualified company formation agent.
Time to incorporate: 3-5 days
Registration fee: S$20
Shelf company availability: Not available
Taxation: 17% on income sourced in Singapore for Year Assessment 2010.
To support entrepreneurship and to help Singapore local enterprises grow, a newly incorporated company that satisfies the qualifying conditions can claim for full tax exemption on the first $100,000 of normal chargeable income* (excluding Singapore franked dividends) for each of its first three consecutive YAs.
A further 50% exemption is given on the next $200,000 of the normal chargeable income* (excluding Singapore franked dividends) for each of the first three consecutive YAs.
First $100,000 @ 100% = $100,000
Next $200,000 @ 50% = $100,000
Total $300,000 $200,000
To qualify for the tax exemption for new start-up companies, your company must:
Minimum annual government fee: S$365 (excluding taxation)
Disclosure of beneficial owner: No
Bearer shares: Not permitted
Standard minimum paid up: S$1
*Standard authorized capital: The concept of par value and authorized capital has been removed from the Singapore Companies Act since 2006. As such, there is no requirement on authorized capital.
Permitted currency of capital: Any
Minimum number of shareholders: One (corporation or Individual)
Minimum number of directors: One
Corporate directors: Yes
Local directors: Yes. A Singapore Private Limited Company must have at least one director who must be an “ordinary” resident in Singapore, ie a Singapore citizen, a Singapore permanent resident or a person who holds an Employment Pass/EntrePass or a Dependants’ Pass with a residential address in Singapore.
There is no limitation on the number of additional local or foreign directors a Singapore Private Limited Company can appoint. The director must be at least 18 years of age, and must not be bankrupt or convicted of any criminal malpractice in the past. Information of the directors will appear on public records. Directors can also be shareholders or vice versa.
Company Secretary: Yes, The company secretary must be a natural person who is an “ordinary” resident in Singapore. The Singapore Companies Act requires each company to appoint a company secretary within six month of incorporation
Company Seal: The company seal is generally obtained from third-party stationers. Generally a market rate of SGD35 will be charged if the seal is to be collected within 3 days or approximately SGD70 if the seal is to be collected within 1 day
*Public Records of directors & shareholders: Yes
Location of directors and shareholders meeting: Anywhere
Telephone board meeting: Yes
Access to Double Tax Treaty: Singapore has an extensive investment protection agreement and double tax treaty network.
Requirement to file account: Yes but there are exemptions
Requirement to keep account: Yes
Requirement to file annual return: Yes
Change in domicile: Yes
Local registered office address: A company must have a registered office in Singapore, which must be operational and accessible to the public during normal office hours.
|Type of company||Resident/ Non resident, Private Limited|
|Common or civil law jurisdictions||Common law|
|Shelf company availability||Not available|
|Time to incorporate||3-5 days|
|Min. annual duty or franchise fee||?|
|Annual return filling fee||S$365|
|Disclosure of beneficial ownership||No|
|Bearer shares||Not Permitted|
|Standard minimum paid up capital||S$1|
|Standard authorised share capital||None|
|Permitted currency of capital||Any|
|Minimum number of shareholders||1 (Corporation or Individual)|
|Minimum numbers of directors||1|
|Local directors||Yes-One Spore Resident director|
|Public record of directors||Yes|
|Public record of shareholders||Yes|
|Location of directors meeting||Any where|
|Location of shareholders meeting||Any where|
|Telephone board meeting||Yes|
|Access to Double taxation treaty||Singapore has an extensive investment protection agreement and double tax treaty network|
|Requirement to file account||Yes but there are exemptions|
|Requirement to keep account||Yes|
|Requirement to file annual return||Yes|
|Change in domicile||Yes|
|Local registered address||A company must have a registered office in Singapore, which must be operational and accessible to the public during normal office hours.|
|Who can incorporate?||Qualified company formation agent in Singapore|
Click the link below to see the banking option we have for Singapore Company.
How can I get more information on company formation in Singapore?
Please contact us if you wish to open a company in Singapore and we will be pleased to discuss your Singapore offshore company formation matters in greater detail.