Author: Corporate Conversations Asia

Introduction: Why You Should Register Your Business in Singapore

Singapore is well-known as a business and finance hub in Asia. Its highly connected, technologically-advanced urban infrastructure provides an ideal environment for firms considering regional expansion. Its business ecosystem includes leading global companies, vibrant startups, and innovation labs.¹

Singapore’s transparent business regulatory frameworks help entrepreneurs easily register and establish operations here. 

Are you a business owner looking to register your business in Singapore? This guide summarises what you should know about business registration.

What is a Business Entity in Singapore?

Decide on your company structure before registering the business. Each type of business entity has different legal liabilities, taxation, and funding.²

As defined by ACRA (Accounting and Corporate Regulatory Authority), Singapore has five main business entity types. ^{3 4}

Entity Type	Notable Features
#1 Sole Proprietorship	A business owned and controlled by an individual, company, or limited liability partnership. Not a separate legal entity from its owners. No shareholders.
#2 Partnership	A business owned by at least two partners. Not a separate legal entity from its owners. The partner can be an individual, company, or limited liability partnership.
#3 Limited Partnership (LP)	A partnership comprising a minimum of two partners. Not a separate legal entity from its owners.
#4 Limited Liability Partnership (LLP)	An entity that operates as a partnership. A separate legal entity from its partners and operates like a private limited company.
#5 Company	An entity separate and distinct from its directors and shareholders.

Within the category of companies, there are seven business entity types ^{5 6}:

Business Entity	Features
#1 Exempt Private Company (EPC)	Flexible Scalable Limited liability between partners. Has share capital Enjoys tax advantages Maximum of 20 shareholders
#2 Private Company Limited by Shares (Pte. Ltd.)	The name usually ends with ‘Pte. Ltd’. Has share capital Maximum of 50 shareholders
#3 Public Company by Shares (Ltd.)	Fundraising through IPO (Initial Public Offering). Access to public capital markets Can have more than 50 shareholders
#4 Public Company Limited by Guarantee (Limited or Ltd.)	The name usually ends with ‘Limited’ or ‘Ltd’. Limited liability for members Common for non-profit organisations and educational institutions Has no share capital
#5 Unlimited Private Company	The name usually includes the word ‘unlimited’ Incorporated with or without share capital No liability protection
#6 Unlimited Exempt Private Company	A combination of an Exempt Private Company (EPC) and an Unlimited Company. Maximum of 20 shareholders
#7 Unlimited Public Company	A public company with unlimited liability High risk for shareholders May have more than 50 shareholders

Several regulators and organisations handle business operational compliance and registration in Singapore:

• Accounting and Regulatory Authority (ACRA)
• Monetary Authority of Singapore (MAS)
• Inland Revenue Authority of Singapore (IRAS)
• Competition and Consumer Commission (CCCS)
• Enterprise Singapore (ESG)
• Singapore Economic Development Board (EDB)
• SBF (Singapore Business Foundation)

Do I Need To Register My Business in Singapore?

Most business entities carrying out any activity for ongoing profit must register with ACRA before operating in Singapore. ⁷ The only exemptions are:

• You conduct the business using your full name, which is reflected in your NRIC.
• You conduct the business with one or more partners using their full name, which is reflected in their NRIC.

You can open a representative office for temporary market testing in Singapore if you do not want to register your business. Note that a representative office has no legal status and cannot participate in trading or profit-yielding business activities. ³³

Register your representative office with a government agency: MAS, Legal Services Regulatory Authority, or Enterprise Singapore. 

Can an EP Holder Register A Business in Singapore?

Yes, an EP Pass Holder can register as a business director in Singapore only if they have obtained a Letter of Consent (LOC) from the Ministry of Manpower (MOM).⁷

How To Register A Business Name in Singapore?

Register your business in Singapore with ACRA at the BizFile online portal.

Registering a business name in Singapore is straightforward with BizFile, a digital service portal by ACRA for business registration, annual return filing, and updating company details. ⁹

1. Choose your business structure.¹⁰  The previous section details the different types of business structures that ACRA regulates.⁶ Select one that best fits your business needs and objectives.
2. Register your business online at BizFile.¹¹ To use Bizfile, you must have a Unique Entity Number (UEN) or SingPass/CorpPass credentials.

Q: What must I prepare to register my company in Singapore?

• A unique company name approved by ACRA. Decide on your business name and check domains and social media usernames for availability. IPOS Hub is a search portal that allows you to check for similar trademarks. ¹²
• Your registered office address.
• Your SSIC Code. When registering your business name, specify the SSIC Code. The SSIC is a classification system that determines the type of activity and industry in which your business is engaged. ¹⁴
• List of Directors. Before registration, you should have appointed directors, company secretaries, and key personnel. Submit names and personal details, including NRIC numbers. ¹⁵
• Shareholders, share type, and share capital. Submit information about the types of shares you will issue, the amount of share capital, and details of your shareholders. ¹⁶
• Signed consent forms. Submit signed consent forms from shareholders and directors indicating their agreement to be appointed. ¹⁷
• Registration fees. You must pay SGD $300 to register a Private Limited Company. ³²

Note: If you are opening a specialised business requiring approval and review from referral authorities, e.g., medical or healthcare-related businesses, your application may take longer to process. 

Q: What is the difference between a registered address vs a business address in Singapore?

A registered address is where you receive official legal and government correspondence. A business address is the physical location for conducting business activities. ¹³

After registering your business, you will receive a UEN. ^{18 19} You can now:

• Register a Corppass Admin Account to manage communications and services with government agencies. You must also appoint a Corppass Administrator for your business entity. This person must hold a Singapore NRIC or FIN. ¹⁹
• Open a Corporate Bank Account to manage business-related financial transactions. You must prepare all relevant supporting documents for this. 
• Leverage the EDB database of business support services and schemes here. ²⁰
• Understand your statutory obligations and what you must file annually, e.g. when to file annual returns, hold the annual general meeting (AGM), how to fulfil audit requirements, and prepare financial statements. ²¹
• Update your company statutory register to include details of people in roles required by the Companies Act: shareholders, directors, auditors, secretaries, CEOs, and controllers. 

Foreign Business Registration 

A foreigner can register a business in Singapore to expand regionally or globally. Foreign companies operating in Singapore enjoy many advantages, including ²²:

• Fast company registration: Open your Singapore company online with ACRA’s BizFile. The application is usually processed within 24 hours.
• Favourable tax policies: Singapore charges a flat 17% corporate tax rate. Companies can lower this tax rate further by applying for tax exemptions (if they qualify). ²³

Before registering your foreign business, choose which one of the four types of foreign business structures defined by ACRA it falls under: ^{24 25}

Foreign Business Structure	Definition
#1 Representative Office	Offices that assess the business environment in Singapore before setting up a permanent office here. 26
#2 Incorporated Subsidiary	A foreign company that is incorporated as a local subsidiary. 26
#3 Foreign Company Branch	A foreign company branch with a local resident authorised representative. 27
#4 Transfer Registration (Relocation or Re-domiciliation)	A foreign company that relocates to Singapore to become a Singapore company. 28

Foreign Business Registration Process 

Submit your application via BizFile. ²⁵ ACRA advises that you engage a local law, accounting, or corporate secretarial firm to help you submit the online application.

The application process is the same as registering a local business (previously mentioned). Supporting documents vary depending on the type of business structure you are registering. ²⁹

You must also pay fees to register a foreign company: ³⁰

• Name application: SGD $15
• Registration fee: SGD $300

Contact Enterprise Singapore for more resources and networks. ³¹

Final Thoughts: Grow Your Business in Singapore

Ensure your business complies with accounting and audit regulations. File your annual returns on time and connect with EDB and Enterprise Singapore to grow your business network.

Setting up a company in Singapore is easier with access to information and a professional network. Corporate Conversations Asia provides insights and networking opportunities for firms looking to enter Asia’s business landscape. Connect with us today.

References

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