Setting up a company in Singapore

About Singapore

Singapore, is an island country, located off the southern edge of the Malay Peninsula, between Malaysia and Indonesia. Its official languages are English, Malay, Chinese and Tamil, and the official currency is Singapore Dollar (SGD)

Singapore is considered to be one of the most cosmopolitan and prosperous destinations in the world. It’s also widely known for its cleanliness, cosmopolitan vibe, and electronics. It has one of the highest percentages of expats in the world and every year it sees more and more people from all across the globe moving to the island to find new opportunities and excitement.

m2kadvisors

Singapore is also considered as one of the world’s most prosperous countries, with strong international trading links (its port is one of the world’s busiest in terms of tonnage handled) and with a per capita gross domestic product (GDP) comparable to or exceeding that of many nations in Western Europe.

Incorporation & registration requirements

A person who is carrying on business in Singapore will have to register its business with the Accounting and Corporate Regulatory Authority of Singapore (ACRA). A private limited company is the most common vehicle used by foreign corporation for setting up business in Singapore. A company is a separate legal entity with limited liability and has its own identity for tax and legal requirements purposes.

There are other forms of vehicles for setting up business in Singapore such as Sole-Proprietorship, Partnership, Limited Partnership, Limited Liability Partnership, Branch but are not often used by foreign corporation due to taxation challenges or regulatory issues in Singapore & Country of investment.

A private limited company can be incorporated within one to two days provided all corporate information with respect to directors and shareholders are furnished.

Secretarial compliances

All companies must have at least one resident director in Singapore at all times. A director of a company has fiduciary and statutory duties and can be subject to civil or criminal penalties.

It is mandatory for a company to hold its annual general meeting (AGM) of shareholders where the financial statements will be presented to the shareholders. A newly incorporated company will need to hold its first AGM within 18 months from the date of incorporation. The AGM must be held every year with each not more than 15 months from the previous AGM. A company is also required to complete and lodge an annual return with ACRA within one month after the date of AGM.

Key aspects about company

• Paid-up share capital – minimum SGD 1. There is no concept of authorised share capital
• Company secretary – the company must appoint a qualified company secretary
• Shareholders – a private limited company can have a minimum of 1 and maximum of 50 shareholders. The shareholder can be an individual or a legal entity and 100% foreign shareholding is allowed.
• Registered address – The address must be a physical address and cannot be a PO Box.

Corporate Taxation

Singapore Companies are subject to corporate income tax on all income derived from sources in Singapore, and on income from sources outside Singapore if received in Singapore. Capital gains are not taxable in Singapore.

The standard corporate tax rate is 17%, subject to partial tax exemption and start-up tax exemption available for first 3 years. The start-up tax exemption is not available to property development and investment holding companies.

In addition, there is a corporate tax rebate of 40% of the tax payable, capped at SGD 15,000 for year of assessment 2018 and 20% of the corporate tax payable, capped at SGD 10,000 for the year of assessment 2019.

  Goods & Services Tax (GST)

Singapore currently has a 7% GST, imposed on all goods and services supplied in Singapore as well as on importation of goods unless the supplies qualify for zero rating relief or exemption.

Accounting and Audit

All Singapore companies are required to maintain proper and accurate accounting records and prepare financial statements in accordance with the Singapore Accounting Standards

  Other taxes & levies

• Customs and excise duties:
• Property tax:
• Stamp duties:
• Carbon tax:
• Foreign workers levy (FWL):
• Payroll taxes: