Guide to Setting Up a Private Limited Company in Singapore

Singapore is a top global destination for businesses, offering a robust legal framework, business-friendly policies, and a strategic location in Asia. One of the most popular business structures in Singapore is the Private Limited Company (Pte Ltd) due to its many benefits, including limited liability, credibility, and tax incentives. If you're considering starting a business in Singapore, this guide will walk you through the steps to set up a Private Limited Company.


Why Choose a Private Limited Company (Pte Ltd)?

A Private Limited Company is a separate legal entity from its shareholders and directors, offering the following advantages:

  1. Limited Liability: Shareholders are only liable up to their share capital.
  2. Tax Benefits:: Access to corporate tax exemptions and benefits.
  3. Credibility: Recognized as a legitimate business structure by investors and stakeholders.
  4. Perpetual Succession: The company continues to exist even if shareholders change.
  5. Ease of Fundraising: Easier to attract investors and secure funding.

Step-by-Step Guide to Setting Up a Private Limited Company

  1. Choose a Company Name

    The first step is to select a unique and appropriate name for your company. The name must:

    • Not be identical or too similar to an existing company's name.
    • Not infringe on trademarks.
    • Be approved by the Accounting and Corporate Regulatory Authority (ACRA).

    You can check the name's availability and reserve it through ACRA's BizFile+ platform. ACRA typically approves names within a few hours unless manual review is required.

  2. Fulfill the Minimum Requirements

    To register a Private Limited Company, ensure you meet these requirements:

    • At Least 1 Shareholder: Can be an individual or a corporate entity (local or foreign).
    • At Least 1 Resident Director: Must be a Singapore citizen, permanent resident, or Employment Pass holder.
    • Company Secretary: Appoint a qualified company secretary within 6 months of incorporation.
    • Minimum Paid-Up Capital: The minimum paid-up capital is S$1.
    • Registered Office Address: Must be a physical address in Singapore (no P.O. boxes).
  3. Prepare Necessary Documents

    Prepare the following documents for submission:

    • Company Name Approval Notice
    • Details of Shareholders, Directors, and Company Secretary
    • Constitution of the Company (formerly known as Memorandum & Articles of Association)
    • Identification Documents: NRIC or passport copies of shareholders and directors
    • Consent Forms: Signed consent to act as a director and company secretary
  4. Submit the Application via BizFile+

    Log in to BizFile+ with your CorpPass and complete the incorporation process. Upon approval, you'll receive the following documents:

    • Certificate of Incorporation
    • Company Business Profile
  5. Open a Corporate Bank Account

    After incorporation, open a corporate bank account in Singapore to manage your company's financial transactions. Most local and international banks in Singapore offer attractive business banking packages.

  6. Comply with Post-Incorporation Requirements

    To remain compliant with ACRA and other regulatory authorities, ensure:

    • Annual filing of financial statements and annual returns
    • Appointment of an auditor within 3 months (if required)
    • Keeping accurate and updated statutory records
  7. Register for Additional Licenses (If Needed)

    Depending on your business activities, you may need additional licenses or permits. For example:

    • Food & Beverage businesses require food licenses.
    • Financial services may require Monetary Authority of Singapore (MAS) approvals.

Cost of Setting Up a Private Limited Company

Here are the main costs involved:

  • ACRA Filing Fee: S$315 (for name reservation and incorporation)
  • Company Secretary Services: Varies (typically between S$300 to S$1,000 annually)
  • Accounting Services: Depends on the complexity of your operations

Why Engage Professional Help?

While incorporating a Private Limited Company in Singapore is straightforward, ensuring compliance with regulatory requirements can be complex. Professional corporate service providers like Apexia Corporate Advisory can:

  1. Handle the incorporation process end-to-end
  2. Ensure compliance with ACRA and IRAS regulations
  3. Provide ongoing corporate secretarial, accounting, and tax services

Conclusion

Setting up a Private Limited Company in Singapore is a strategic move for businesses looking to establish a presence in Asia. With its business-friendly ecosystem and myriad of opportunities, Singapore is an ideal location for growth and expansion. Need expert assistance in incorporating your company? Apexia Corporate Advisory is here to guide you every step of the way. Contact us today for a seamless and hassle-free incorporation experience!

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