Complete Guide To Incorporating a Company in Singapore

Introduction

After registering a company, incorporation is usually the next step for foreign companies who wish to do business in Singapore. This article will guide you through the process of Incorporation and what to do or expect.

What is meant by Incorporation?

Incorporation is the act of developing a new business structure that becomes a legally recognised person or organisation. A governing authority issues a group of persons a charter so that they can conduct business as a legal entity rather than as individuals.

Who can incorporate a company in Singapore?

Foreign Individuals

You can form your firm as a foreign entrepreneur, but you must designate a local Singapore resident as a director to comply with the Singapore Accounting and Corporate Regulatory Authority (ACRA).

However, as a foreign director, you can possess 100% of the company shares after you’ve officially incorporated your business in Singapore.

You must supply the following information to your chosen Singapore business incorporation service provider:

1. A duplicate of your passport.
2. Proof of residence in another country.
3. Your company profile.

Existing Foreign Corporations

You can incorporate as a subsidiary, representative office, or bank office for your international firm to have a presence in Singapore.

In addition to the paperwork mentioned above, you will need to give the following to your Singapore company incorporation service provider:

1. A copy of the parent company’s Certificate of Incorporation.
2. Extract from the Registrar of Companies or the Register of Members and Directors.
3. Memorandum and Articles of Association/Constitution/By-Laws.

Requirements for Incorporating a Company in Singapore

There are a few basic requirements to meet when incorporating your company in Singapore:

1. At Least one Shareholder (Can be an individual or a corporation)
2. At least 1 Resident/Local Director
3. At least 1 Company Secretary
4. Initial paid-up share capital of at least S$1
5. A physical Singapore registered office address

How is a company incorporated?

Before a company can be incorporated, the company needs to be registered, here is a brief overview of how a company is registered:

Company Name Approval

The first step is to register your business name with the Accounting and Corporate Regulatory Authority (ACRA) of Singapore. Remember that a local Singapore business incorporation service provider must undertake all of these steps.

Only a few guidelines must be followed:

• Your business name cannot be vulgar.
• Existing trademarks cannot be used in your company name.
• Your business name cannot be the same as that of another Singapore corporation.
• Another company cannot reserve your company name.

ACRA can authorise your company name in less than an hour if you meet these basic conditions. It may take a few weeks for the name to be approved if your company deals in fields that require a licence, such as law, medicine, or finance.

ACRA can reserve your name for a maximum of 3 months.

Document Registration

After your company name has been authorised, you must prepare registration documentation so that the Corporate Service Provider (CSP) can electronically incorporate your business.

1. Each director must sign a Consent to Act form.
2. The company secretary must sign a Consent to Act form.
3. A Business Constitution (formerly known as Articles of Association). You have the option of writing your own constitution or using the official template.
4. All officials and shareholders of the corporation must provide identification and proof of residency.

Your chosen Singapore company formation agency will walk you through each of the registration documents, making the procedure as simple as possible. Within one day, these registration documents should be completed and approved.

Company Registration with ACRA

You are ready to register with the Singapore Accounting and Corporate Regulatory Authority once your company name has been authorised and your registration documents have been submitted. It takes less than an hour to complete this task online.

It may be necessary to refer it to another government department, which will add a few weeks to the process. In the vast majority of cases, you will be able to operate legally in Singapore in just one day.

Formalities involving Incorporation

The following documents will be issued once the firm has been established:

• Certificate of Incorporation: The Company Registrar will send an email with a company registration number, which is the official certificate of formation. Although a paper copy is no longer provided as standard, one can be obtained online and picked up the next business day from the registrar’s office. A cost of S$50 is charged for requesting a hard copy. Both the subsidiary and the branch office are affected.
• Company Business Profile: This is a document that contains information about your business, and a PDF download of it can be requested for a fee. Within an hour of making the request, the document will be provided.

For all legal and contractual reasons, these two documents are regarded as sufficient for incorporating a business in Singapore. You should also have the following:

• Certificates of ownership for each shareholder (only for subsidiaries)
• A company seal (for subsidiaries only), a corporate rubber stamp, and a share register with assigned shares (only for subsidiaries).

How much does it cost to incorporate a company in Singapore?

The cost of forming a foreign corporation varies depending on the quality of the incorporation service provider and the quantity of assistance you require.

Conclusion

Incorporating a company in Singapore is an easy process, especially with the support of a good company incorporation service provider. When done correctly, the business may proceed to carry out operations in a day’s time.