There are quite a few decisions to make when setting up a company in Singapore. Here’s a breakdown on what to take note of when incorporating your own company here in Singapore.
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Choosing a company name
- Conduct name search on BizFile+, ACRA’s electronic filing and information retrieval system to check availability of business name.
- The selected name cannot be identical to an existing business, undesirable (Eg. Vulgar, obscene or offensive) or prohibited by order of the minister.
- Submit name via BizFile+, ACRA’s electronic filing and information retrieval system($15) reserved for 120 days
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Determining company type
You should be choosing a company type that best fulfils the functions and characteristics of your business
| Private Company | Public Company | |||
| Private Company Limited by Shares | Exempt Private Company (EPC) | Public Company Limited by Shares | Public Company Limited by Guarantee | |
| Shareholders | Has a maximum of 50 shareholders | Has a maximum of 20 shareholders
Corporation cannot be a shareholder |
Allowed to have many shareholders | |
| Conditions | Minister has deemed to be an EPC under the companies Act | Register prospectus with the Monetary Authority of Singapore (MAS) before making public offers | Usually to carry our non-profit making activities
No shareholders (Has members who agrees to pay a fixed sum in situations where the company is wounded up) |
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Key Personnel
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Shares
There are mainly two types of shares a company can issue:
Ordinary shares: Shareholders who has ordinary shares have voting rights and are entitled to dividends
Preference shares: Shareholders who has preference shares have preferential rights usually in respect of dividend distributions as compared to ordinary. The detailed rights and benefits of the shares would be decided by the company itself, written in the constitution or memorandum of articles.
The constitution is a legal document that every company must have. It would include information like the key characteristics, governance and regulations, the operation process as well as the responsibilities and duties of the directors in the company.
The company’s constitution must be submitted when applying to incorporate your company. The Model Constitution may be adopted if the company does not want to create its own constitution.
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Registered Office Address
A registered office address must be provided during the incorporation of the company. The address must be where you want the notices and communications of the company to be sent to.
The office address may not be the location where the company carry out its activities.
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Deciding on a financial year end
The financial year end of the company as well as the accounting period would have to be decided by the company. It will determine when the corporate filings and taxes are due.
Finally…
If you are not a local person and wants to incorporate a local company in Singapore, you would have to:
Engage a registered filing agent to submit the online application for the incorporation of a company
Has a director who fulfils the requirements as mentioned above.
- If you wish to be present in Singapore to manage/ oversee the company’s day to day operations, you must seek approval from the Ministry of Manpower (MOM).