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Unlocking Success: Your Guide to Incorporating a Private Limited Company in Singapore

Are you ready to turn your business dreams into reality in the Lion City? Singapore’s thriving business ecosystem makes it an ideal location to set up a company. In this guide, we’ll walk you through the essential requirements to incorporate a private limited company in Singapore, helping you navigate the process with ease.

Why Choose a Private Limited Company?

Before we dive into the nitty-gritty of company incorporation, let’s explore why a Private Limited Company (Pte Ltd) is the go-to choice for entrepreneurs in Singapore:

  1. Limited liability protection: Shareholders’ personal assets are protected, as their liability is limited to their invested capital. For example, if your company faces financial difficulties, creditors can’t come after your personal savings or property.
  2. Perpetual succession: The company continues to exist even if shareholders or directors change. This ensures business continuity and makes it easier to transfer ownership.
  3. Easier access to capital: Pte Ltd companies can issue shares to raise funds, making it simpler to attract investors or secure loans. For instance, you could offer equity to a venture capitalist in exchange for funding your startup’s growth.
  4. Enhanced credibility: A Pte Ltd structure signals professionalism and stability to potential clients, partners, and investors. This can be particularly beneficial when bidding for government contracts or partnering with larger corporations.
  5. Tax benefits: Singapore offers attractive tax incentives for Pte Ltd companies, including lower corporate tax rates and potential tax exemptions for new startups.
  6. Separate legal entity: As a distinct legal entity, the company can enter into contracts, own property, and sue or be sued in its own name, providing a clear separation between personal and business affairs.

Key steps to incorporate your company in Singapore.

1. Reserving Your Company Name

Your company’s name is its identity. Here’s how to secure it:

  • Apply to ACRA (Accounting and Corporate Regulatory Authority)
  • Include your company’s principal activity
  • Provide details of resident director and other directors

Pro Tip: The process typically takes 1-3 working days, but can extend to 14 days if additional approvals are needed. Choose a unique name that reflects your brand and check its availability on ACRA’s website before applying.

2. Appointing a Resident Director

Every Pte Ltd needs at least one director who’s ordinarily resident in Singapore. This can be:

  • A Singapore citizen
  • A permanent resident
  • An EntrePass or Employment Pass holder

Remember, directors must be natural persons, at least 18 years old, and not disqualified under the Companies Act.

Important Note for Foreign Entrepreneurs: If you’re a foreign entrepreneur looking to set up a company in Singapore, you will need to engage the services of a professional nominee director service. Counto offers this essential service as part of our comprehensive company incorporation packages, ensuring you meet this crucial requirement with ease.

3. Shareholding Structure

When you set up a company in Singapore, remember:

  • You need at least one shareholder
  • The shareholder can be an individual or a corporation
  • There’s no minimum share capital requirement

Note: You could start your company with just S$1 in paid-up capital and increase it as your business grows. This flexibility allows you to incorporate your company without a significant initial investment.

4. Establishing a Registered Office

Your company needs a physical presence in Singapore. At Counto, we understand the challenges faced by new businesses, especially those incorporated by foreign entrepreneurs. That’s why our all-in company incorporation plans for foreigners include a registered mailing address with mail scanning service at no extra charge. This service ensures you have a legitimate business address without the need for a physical office space, helping you manage costs while maintaining professionalism.

5. Post-Incorporation Obligations

After you establish your company, keep these deadlines in mind:

  • Appoint a company secretary within 6 months from the date of incorporation
  • Appoint auditors within 3 months (unless exempted)
  • Maintain required registers within 30 days
  • Hold Annual General Meeting (AGM) within 6 months of financial year-end
  • File annual returns within 7 months of financial year-end

Pro Tip: Counto’s accounting services cover these ongoing compliance requirements, ensuring your company remains in good standing without the hassle of managing these obligations yourself.

6. Understanding Singapore’s Tax Landscape

Singapore’s tax system is a major draw for businesses:

  • 17% corporate tax rate
  • One-tier tax system
  • Territorial basis of taxation
  • Attractive tax incentives for startups and small businesses

Practical Example: Under the Start-Up Tax Exemption (SUTE) scheme, new companies can enjoy full tax exemption on the first S$100,000 of chargeable income for the first three consecutive Years of Assessment.

Summary

Setting up a Private Limited Company in Singapore opens doors to immense opportunities. Ensure you engage the services of a trusted company incorporation service that is designed to take the stress out of setting up and managing your company, allowing you to focus on growing your business.

Using a company incorporation service as an extension of your team

Setting up a company in Singapore can be challenging, but with professional support, it can be simple, Counto’s mission is to support your new business, take away the complexities of compliance, and save you time and money throughout the year. Speak to us directly on our chatbot, email us at [email protected], or contact us using this form.

 

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