Guide to Singapore Incorporation Options for Foreign Individuals

Singapore's reputation as a global business hub, with its strategic location, stable economy, and pro-business environment, attracts entrepreneurs and investors from around the world. If you're a foreign individual considering starting a business in Singapore, understanding the incorporation options available is crucial. This guide outlines the various business structures, their benefits, and how to get started.


Why Incorporate in Singapore?

Singapore offers numerous advantages for foreign entrepreneurs:

  • Ease of Doing Business: Ranked as one of the easiest places to start and operate a business.
  • Attractive Tax Regime: Low corporate tax rate of 17%, with tax exemptions and rebates for new companies.
  • Strategic Location: Gateway to Asia with excellent connectivity.
  • Access to Funding: Thriving financial ecosystem with numerous funding opportunities.
  • Political Stability and Transparency: A robust legal system ensures business security.

Incorporation Options for Foreign Individuals

1. Private Limited Company (Pte Ltd)

A Private Limited Company is the most popular business structure in Singapore, offering limited liability and access to tax benefits.

Key Features

  • Separate legal entity from its owners.
  • Requires at least one shareholder (individual or corporate).
  • Minimum paid-up capital of S$1.
  • Requires at least one Singapore resident director.

Advantages

  • Limited liability for shareholders.
  • Eligible for tax incentives and exemptions.
  • High credibility among clients and investors.

Best For

  • Entrepreneurs looking to scale and establish a long-term presence in Singapore.

2. Sole Proprietorship

A Sole Proprietorship is the simplest and least expensive structure to set up. However, it does not provide a separate legal entity or limited liability.

Key Features

  • Owned by one individual.
  • Owner is personally liable for debts and obligations.
  • Profits are taxed as personal income.

Advantages

  • Simple and low-cost setup.
  • Full control of business operations.

Disadvantages

  • Unlimited liability.
  • Limited growth potential.

Best For

  • Freelancers or small-scale entrepreneurs starting out with minimal risk.

3. Branch Office

A Branch Office is an extension of a foreign company, operating under the same name and governance as the parent entity.

Key Features

  • Not a separate legal entity.
  • Liabilities extend to the parent company.
  • Can conduct business and generate revenue.

Advantages

  • Direct control by the parent company.
  • Simple reporting structure.

Disadvantages

  • Not eligible for local tax incentives.
  • Parent company bears full liability.

Best For

  • Foreign companies looking to establish a presence in Singapore without creating a separate entity.

4. Representative Office

A Representative Office is a temporary structure for foreign companies to conduct market research or explore business opportunities in Singapore.

Key Features

  • Not allowed to engage in revenue-generating activities.
  • Activities limited to market research and liaison work.

Advantages

  • Low-cost setup.
  • Ideal for market exploration.

Disadvantages

  • Cannot generate revenue.
  • Temporary status (renewable for up to three years).

Best For

  • Foreign companies assessing market potential before full-scale operations.

Steps to Incorporate a Business in Singapore

1. Choose a Business Structure

Evaluate your business goals and choose the most suitable structure from the options above.

2. Appoint a Local Director

For Private Limited Companies and Branch Offices, you must appoint at least one Singapore resident director. You can engage nominee director services if needed.

3. Register Your Business Name

Ensure your business name is unique and approved by the Accounting and Corporate Regulatory Authority (ACRA).

4. Prepare Required Documents

  • Identification documents for shareholders and directors.
  • Registered address details.
  • Company constitution (for Private Limited Companies).

5. Submit Your Application via BizFile+

Log in to ACRA's BizFile+ portal and complete the registration process. Most applications are approved within one to two days.

6. Open a Corporate Bank Account

Set up a corporate bank account to manage your business finances. Most banks require your incorporation documents and proof of business activities.

7. Fulfill Compliance Requirements

Ensure compliance with Singapore's regulations, including annual filings, tax submissions, and record-keeping.


Why Engage a Corporate Advisory Firm?

Incorporating a business in a foreign country can be complex. Engaging a professional corporate advisory firm like Apexia Corporate Advisory ensures:

  • Accurate and timely incorporation.
  • Assistance with nominee director and registered address services.
  • Guidance on tax and regulatory compliance.

Our experienced team provides end-to-end support, making your incorporation journey seamless.


Conclusion

Incorporating a business in Singapore is a strategic move for foreign individuals looking to tap into Asia's vibrant markets. Whether you choose a Private Limited Company, Sole Proprietorship, Branch Office, or Representative Office, it's essential to align your decision with your business objectives.

Need expert assistance with incorporation? Apexia Corporate Advisory is here to help. Contact us today for personalized guidance and comprehensive support!

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