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Singapore Company Incorporation FAQs

Frequently Asked Questions about Singapore Company Formation

TOP FAQs

  • Who is a resident of Singapore?

    A Singapore citizen, Singapore Permanent Resident or EP holder who is residing in Singapore.

  • What documents are required to incorporate the subsidiary company?

    Typically the following documentation will be required:

    • Details of the proposed subsidiary name, share capital, shareholder(s), director(s) etc.
    • Copy of Singapore ID (where applicable) and passport of each director and individual shareholder
    • Certificate of incorporation of the parent company and company profile reflecting registered address and directors of the parent company.

    * Any documents that are not in English must be officially translated into English.

  • Can a shareholder also be a director?

    Yes, there are no restrictions prohibiting an individual assuming both roles.

  • What is a company?

    A company is a business entity registered under the Companies Act, Chapter 50. Most companies in Singapore are private companies limited by shares and are recognized by the suffix “Pte Ltd”.

  • What is the difference between a director and a shareholder?

    Shareholders
    own the company and are entitled to the profits of the company.

    Directors

    Manage and oversee the company’s operations, and deal with everyday responsibilities.

  • Can a director also be the company secretary?

    A director can hold the position of company secretary only if he or she is qualified to do so, and the company has more than two directors and the director is qualified to do so.

  • What is private company?

    Maximum number of shareholders is limited to 50 and the constitution restricts the right of its members to transfer their shares in the company.

     

    A private company limited by shares can be classified as a exempt private company.

    The key characteristics of an exempt private company is:

    • No more than 20 shareholders; and
    • All the shareholders are individuals.
    • Exempt private companies with an annual revenue of less than S$5 Million are exempted from audit requirements and are not required to file financial statements with the ACRA.

    It is also exempted from prohibitions against loans to its directors or to companies related to its directors.

  • What are the Different Kinds of Companies?
    • Private/public company limited by shares
    • Public Company Limited by Guarantee
  • What is the minimum and maximum amount of shareholders permitted?

    A private company limited by shares must have at least one shareholder and no more than 50 shareholders.

  • Does a Singapore subsidiary require a registered address in Singapore?

    Yes, all Singapore companies and subsidiaries need to have a registered address in Singapore.


Resident Nominee Director

What should I do if I want to incorporate a company in Singapore but do not meet the local director requirements?


There are several options to consider:

  • If you plan to relocate to Singapore, you can act as the local director subject given that your entrepreneur pass or employment pass is approved.
  • Alternatively, you can use a nominee director service from a professional services company to satisfy the local director requirement.
  • You may also choose to appoint a local employee or someone you know in Singapore who is willing to act as the local director.

Who is a Singapore resident?

A Singapore resident is a Singapore citizen, a Singapore Permanent Resident or am EP holder who is residing in Singapore.

What are they typical terms for providing a nominee director service?


As the responsibilities of a company director are rather onerous, we usually require certain conditions to be met before we offer this service, such as:

  • Credibility of company beneficiaries
  • Signing of a nominee director indemnity letter
  • Providing a refundable security deposit

Is a resident director required for company incorporation in Singapore?


Yes, each company must appoint at least one director who is a Singapore resident

Who is a resident of Singapore?


A Singapore citizen, Singapore Permanent Resident or EP holder who is residing in Singapore.

If I am not living in Singapore, can I appoint a nominee director to be the ordinarily resident director?


Yes, you can appoint a nominee to fulfil the resident director requirement.

Can another company be appointed as a director?


No. A director must be a natural person.


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