Singapore Limited Company (Pte Ltd)

Overview

The Singapore Pte Ltd is a popular choice for businesses who need presence in Asia. Singapore is generally to most favourable option in Asia due to the favourable business environment. Another great benefit of Singapore is the option to get an employment pass for senior management of the entity.

Use Case

Operational Enity

The best use case for a Singaporean Pte Ltd is an operational company. It will allow you to hire staff, make payments and provide visas for key employees.

Startup

Singapore is a good environment for young start ups due to the amount of VC's that are located in Singapore. If you are looking to receive VC funding in Asia, then Singapore is a good option.

Wealth Holding

The Singapore Pte Ltd is also a good vehicle for asset protection that offers a work pass as well.

Tax status

Singapore has a corporate tax rate of 17%. However, there are tax incentives for certain startups registered in Singapore. The main requirement is being registered as a Private Limited Company, have key decision makers in Singapore and have no more than 20 shareholders of which at least one shareholder needs to hold more than 10%

If the entity meets all criteria the entity gets a 75% exception on the first SGD$100,000 for the first 3 years.

Privacy

The Accounting and Corporate Regulatory Authority (ACRA) in Singapore has a public register of Directors and Shareholders. In recent times there have been efforts to shield residential addresses of Directors to give more privacy.

Singapore Companies are required to have a local director who is a Singaporean resident, therefor most of our clients choose to appoint a local nominee director.

If privacy is a concern as a shareholder it is always best to appoint a Nominee Shareholder which Otonomos can provide.

Onboarding

Setting up a Singapore Pte Ltd is a reasonably quick process. We will need to know some information regarding the new company as well as a KYC and KYB check for all natural and corporate participants.

The following documents are required:

KYC DocumentsKYB Documents
Certified Copy of Photo IDCertificate of Formation
Certified Proof of AddressRegister of Members
Professional ReferenceShare Certificates
Resume that is up to dateRegister of Directors
Source of Wealth declarationConsent to act as Director
M&AA

Application Form

After the Singapore Pte Ltd is ordered you will receive an onboarding email with a link to the application form. In the company application form we will ask information about the new company and it's participants. The following information will be requested:

  • Company Name Options
  • Nature of the entity
  • Country of business
  • Issued shares
  • Financial Year End
  • Legal Opinion (optional)
  • Org Chart (optional)
  • Nominee Participants (if applicable)
  • Corporate Participants (if applicable)
    • Corporate Participant Information
  • Natural Participants
    • Natural Participant information

Once this is all declared, we will share a KYC verification link for all participants to provide all KYC details.

KYC Verification Process

The KYC Verification process is very straight forward and smooth thanks to our friends at SumSub. After submitting the online form with all the new company information all natural participants will receive a KYC invitation to upload the needed documents along with the required information.

Read more on how to use SumSub here.

Required roles in the Singapore Pte Ltd.

A Singapore Pte Ltd needs to have the following entity participants:

  • Local Physical Director
    • Needs to be at least 18 years old
    • Needs to be located in Singapore (ie. A Singapore citizen, Singapore permanent resident, EntrePass holder, or Employment Pass (EP) holder)
    • Can't be disqualified from acting as director in Singapore
    • For the local physical director there is also a deposit required which needs to be kept until the director is replaced.
  • Shareholder
    • Can be a corporate or a natural person
  • Beneficial Owner

Time to incorporate

The time to incorporate a Singapore Pte Ltd generally takes 8 -10 business days after all due diligence is completed. To ensure a quick turn around time it is important to provide as much information as possible to prevent delays due to additional information requests.

Entity Maintenance

To maintain a Singapore Company it is required to comply with annual requirements. These involve some reporting requirements and specially for Singapore an Annual General Meeting. All of these requirements can be actioned from within the Otonomos Dashboard.

Annual Renewal

The annual requirements include renewal payments of government fees and fees for the registered address. If a local director is appointed there will be a renewal payment for their services as well.

Renewal Periods

Singaporean entities are renewed on their anniversary. You will be receiving reminders 60 days before your renewal so you have sufficient time to action the renewals in the Otonomos Dashboard.

Reporting

  • Annual Return - The annual return needs to be provided within 30 days after the Annual General Meeting.
  • Annual General Meeting - The first Annual General Meeting needs to be held within 18 months of the initial registration. Going forward the AGM needs to be held within 6 months after the financial year end.