How to Set Up a Company in Singapore in 5 Steps

Foreign investors can set up a company in Singapore in five steps: selecting a business structure, appointing company officers, preparing registration documents, incorporating with the Accounting and Corporate Regulatory Authority (ACRA), and completing post-incorporation requirements.

Singapore permits 100 percent foreign ownership in most sectors. However, foreign investors must meet local director requirements and engage a registered corporate service provider (CSP) to handle incorporation.

Step 1: Choose the Right Business Structure

A private limited company (Pte. Ltd.) is generally the preferred structure for foreign investors because it has a separate legal identity and limits shareholders’ liability for company debts.

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Foreign individuals and companies can own 100 percent of its shares in most industries. Incorporation generally requires only S$1 (US$0.78) in issued share capital, although regulated industries may impose higher requirements.

Foreign businesses can alternatively establish a branch office or representative office. A branch operates as an extension of its foreign parent company, which remains responsible for its liabilities. A representative office is limited to temporary market research and liaison activities and cannot generate revenue.

Step 2: Appoint Directors, Shareholders, and a Company Secretary

A Singapore private limited company must meet the following requirements:

• Director: At least one director ordinarily resident in Singapore.
• Shareholder: At least one individual or corporate shareholder.
• Company secretary: A qualified company secretary appointed within six months of incorporation.
• Registered office: A physical registered office address in Singapore.

Foreign investors without an eligible locally resident director can engage a professional service provider to arrange one. However, a resident director remains legally responsible for fulfilling the duties of a company director, regardless of whether the appointment is made through a service provider.

The company secretary cannot be the company’s sole director.

Foreign shareholders can own a Singapore company without relocating. Those intending to work in Singapore must obtain the appropriate work authorization.

Step 3: Reserve the Company Name and Prepare Registration Documents

The proposed company name must be submitted through ACRA’s Bizfile portal. Names that conflict with existing registrations or contain restricted terms may be rejected or require additional approval.

Once the name is approved, investors must prepare the incorporation application, including details of the company’s intended business activities and relevant Singapore Standard Industrial Classification (SSIC) codes. The application must also identify the directors and shareholders and specify the proposed ownership structure, issued share capital, and registered office address.

As part of the preparation process, the company must adopt a constitution governing its internal management and shareholder arrangements and select a financial year-end for reporting purposes.

Ownership disclosure requirements must also be addressed. Companies must provide information about their registrable controllers and, where applicable, nominee directors and shareholders, unless exempt from the relevant requirements.

After the required information and documents have been assembled, a registered CSP conducts the necessary due diligence and submits the incorporation application to ACRA.

Step 4: Register the Company with ACRA

ACRA charges the following government fees:

These fees exclude CSP charges, resident director services, registered office arrangements, and other professional expenses.

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Processing times depend on the complexity of the application. Straightforward registrations are generally approved shortly after payment, while complex applications may take up to 15 working days. Applications referred to other government agencies can take 14 to 60 days.

Following approval, the company receives a Unique Entity Number (UEN) and can obtain its electronic business profile and incorporation documents through Bizfile.

Step 5: Open a Corporate Bank Account and Meet Initial Compliance Requirements

After incorporation, the company can apply for a corporate bank account. Banks generally require registration documents, identification of directors and beneficial owners, and information about the company’s activities and expected transactions. Approval depends on the bank’s due diligence, which may involve additional documentation or interviews.

While the bank account application is being processed, the company can complete its initial compliance arrangements. This includes setting up Corppass to access government digital services, maintaining statutory registers and accounting records, and appointing an auditor within three months unless the company qualifies for an audit exemption.

Tax obligations must also be addressed. Goods and Services Tax (GST) registration is generally mandatory if taxable turnover exceeds S$1 million (US$783,000) in a calendar year or is reasonably expected to exceed that amount in the next 12 months.

Depending on its activities, the company may need additional approvals before commencing operations. Businesses in regulated sectors, including financial services, healthcare, and certain food-related activities, must obtain the relevant licenses. Companies hiring foreign employees must also secure appropriate work passes and comply with applicable employment and payroll requirements.

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Beyond these initial arrangements, Singapore-incorporated companies must file annual returns with ACRA, including confirmation of specified company particulars. Corporate income tax returns must also be filed with the Inland Revenue Authority of Singapore (IRAS), unless the company qualifies for a filing waiver.

Contact Dezan Shira & Associates for company setup in Singapore

Dezan Shira & Associates assists foreign investors with company incorporation, corporate secretarial services, accounting, taxation, and ongoing compliance in Singapore. Contact us for assistance establishing your company and managing its regulatory requirements.

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