Singapore – Procedure of Incorporation
The majority of Singapore Company Incorporations are formed as private companies. Major restrictions of private company include restrictions to transfer its shares; maximum number of shareholders is limited to 50; any public subscription of shares or deposits are prohibited.
A name of a limited liability private company has to include the following abbreviation – Pte Ltd.
Procedure for Singapore company registration
The procedure of a Singapore company formation is as following:
- Approval of preferred name ( 2 working days)
- An application form to be filled in, signed and scanned containing information about a preferred name, details of directors and shareholders of a Singapore company
- A beneficial owner declaration and to be filled in, signed, scanned and send to us
- we issue an invoice for a Singapore company incorporation
- The copy of the passport, consent to act as director letter, signed by the shareholder M&AA have to be certify by notary and send us the originals
- Clear scan copy of residence proof (utility bill, bank statement or bank reference not older than 3 month)
- Upon receipt of money on our bank account for a Singapore company incorporation, we start an incorporation process in Singapore. It takes up to 5 working days to complete a Singapore company registration
- The following process of legalisation takes up to 7 working days and up to 5 working days for a courier delivery
In the beginning of every year we issue an annual invoice for S$1,050 to cover renewal fees which includes registered office and company secretary of a Singapore company.
Company Administration Guidelines
Share Capital:
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Ordinary Shares and Preference Shares can be issued by a Singapore Company.
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Proper instrument of share transfer is required to register the transfer of shares in a Singapore company.
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Shareholders must subscribe at least for two shares.
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0.2% of stamp duty is charged on authorised share capital.
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The minimum number of shareholders required is one and there are no restrictions on foreign individuals or corporate bodies.
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The number of shareholders of private company is limited to 50.
Directors:
- The minimum number of directors is one.
- There are no restrictions for foreign nationals to act as a director of a Singapore company however at least one of the directors must be a Singapore citizen or a resident. Eltoma can provide this service
- Corporate directors are not allowed in Singapore.
Restrictions on Name & Activity:
- All business entities in Singapore must have an approved name prior to company registration. This can be done relatively quickly.
- The general rules are that the business name must not be too similar to any already in existence, must not infringe any trademarks or patents and must not be offensive in any way
- Government approval is generally not required for companies to do business in Singapore with the exemption of the following: banks and financial institutions, certain activities which require a license such as the operation of a restaurant or bar etc
Local Requirements:
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Every company inSingapore is required to have a registered office where a register of directors, shareholders, secretary and minutes of general and director meetings are kept. All changes have to be filed with ACRA within a month of the date of change. Eltoma can provide this service.
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It is obligatory to have a secretary. This must be a natural person who is a resident of Singapore. The company secretary is responsible for keeping and filing corporate document with ACRA. Eltoma can provide this service.
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An annual general meeting of directors of a Singapore company must be held within 15 months of the previous one.
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Confidentiality:
Details of the directors, shareholders, and company secretary are placed on public record. However it is permitted to use nominees to maintain confidentiality.
Timescale:
- It takes approximately 7 working days to incorporate a Singapore Company.