Six steps to starting a business in Singapore: Foreigner’s Guide
Singapore has done a lot to get the red tape out of your way and give your business a swift start. To make it all even easier, here’s a step-by-step guide to the stuff you’ll encounter and some tips on how to manage all that.
Learn how to start a business in Singapore from your country:
Guide on How to start a business in Singapore
Pick a company name
First and foremost, you need to choose a company name and have your filing agency validate it in ACRA – the national agency that registers and oversees businesses.
In Singapore, two companies can’t bear the same name. A definite article, a business type indicator (Pte Ltd, Limited, etc.), or a generic word like “corporation” won’t distinguish your company name from the existing one if the core nouns match. So look for a unique word or word combination.
Your company’s legal name can be different from its trading name. Just make sure that the trading name you choose doesn’t have any copyright or trademark issues – a quick Google search should do the job.
Tip: If you want to get a name fast, don’t use words like "finance", "bank", "school", "media", or "education". They refer to the types of business that are regulated by agencies other than ACRA, so your application will go there for review. The company name may still be approved – but it will take several weeks longer.
Choose the business activity type
If you want to start a company, you might already know what you’ll be doing. ACRA wants to know, too, so it’ll ask you to pick and submit an SSIC code. It indicates what your company does and in what field.
Use our free SSIC code search to find the code that suits your future business activity.
Business Activity
SSIC Code Search
Use our free SSIC Search (2015, updated 2021 version) to find the code corresponding to your business activity.
Assemble the team
Shareholders. Both individuals and companies can become shareholders. А private Singaporean company has to be owned by no more than 50 of them. Foreign citizens and businesses can hold shares, too.
Directors. One can appoint multiple directors but at least one of them must be local. So a foreigner can only hold the position if there is a second director who is a resident. To solve this problem, you may appoint a Nominee Director. He won’t be engaged in decision-making, only being there to meet the requirements. It’s common practice in Singapore to use the nominee services.
Corporate secretary. Every company is obliged to have this officer – he tracks changes in your company, compiles papers, and reports to the government. The law demands that you appoint a secretary within 6 months after the incorporation but you may need one way earlier.
Choose a registered address
Every Singaporean company must have a registered address. It has to be a real office mailbox that you regularly check.
There are companies that rent out such mailboxes. They collect your correspondence, scan it, and then send to you.
Set the paid-up capital
In most cases, 1 Singapore dollar per share is enough. Paid-up capital can also be in other currencies. You can increase the sum and change the currency any time after your company is incorporated.
Delegate the filing
As a foreigner, you can’t incorporate a company yourself. The state demands that you hire an authorized filing agent – a firm that will collect your papers, fill out the forms, and send them to ACRA.
East river compiles your papers and files them online – you don’t even have to be present in Singapore. We also provide all the services your company will need during its first year.
No deposits, no hidden costs
We don't charge a deposit for the Nominee director service. Government fees for incorporation and name-checking are included. You always pay what you see. Our prices are fixed in Singapore Dollars. We use MAS rates to convert them to US Dollars and Euros. The exact price you pay in $ and € depends on the rate and fees your bank applies.
Need more?
Additional services you may need
- CorpPass Registration S$100
- Employment Pass (EP) S$950
- Multicurrency accounting S$200/y
- Dependant’s Pass (DP) S$550
- Letter of Consent (LOC) S$300
- EP or DP renewal S$550
Q&A
How long does the incorporation take?
It mostly depends on when you are comfortable with providing all the details, as well as the service hours of the authorities. Once all the documents are ready, it takes us less than an hour.
Who can incorporate a Singapore company?
Anyone can incorporate a Singapore company, be it a foreigner or a local. This is according to the Singapore Companies Act. You just need a local registered address, a corporate secretary, a shareholder, and a resident director. You’ll also need a paid-up capital of at least $1. It is possible to increase the share capital after incorporation. Foreigners would need to appoint a nominee director who is a local resident of Singapore, that is either a citizen or Permanent Resident.
As one of the world's top countries when it comes to tax benefits, favorable government policies, central location, and ease of incorporation, Singapore has continued to be a popular choice for entrepreneurs and directors to incorporate companies or expand businesses.
What do I need to start a business?
Our top tip is to do some calculations. While many people wonder how to start a small business in Singapore, their main concern is economic feasibility. Small businesses not planning to scale up may find the company maintenance in Singapore quite costly, especially if they use a nominee service. Yet we still advise comparing Singapore’s tax rates to your home state’s. For certain businesses, the tax savings may cover the incorporation and maintenance expenses.
How to register a sole proprietor in Singapore?
The most basic business structure in Singapore is a sole proprietorship. It is suitable, however, only for businesses whose owners are single owners with no risks to the business. In contrast to a private limited liability company, sole proprietorships do not offer limited liability protection, and your personal assets will not be protected.
These are what you need to register a sole proprietor company in Singpaore:
- Proposed business name.
- Description of principal activities.
- Local business address for the proposed business.
- Copy of owner's Singapore ID.
- Local residential address of sole proprietor.
How to register an LLP in Singapore?
A Singapore Limited Liability Partnership (LLP) is a type of business structure where two or more partners form an entity that shields co-partners from liability when one partner or a group of partners commits gross negligence or willful misconduct.
A Limited Liability Partnership (LLP) can only exist if there are at least two partners. Even though Singapore's Limited Liability Partnership Act of 2005 does not restrict LLPs to only certain categories of professionals, in practice, LLPs are most effective when two or more such professionals come together, such as lawyers and accountants. Private limited companies are the preferred choice for entrepreneurs who wish to start a company.
How to register a Pte Ltd in Singapore?
Private limited companies are limited by shares and are separate legal entities from their shareholders. It is regarded as a taxable entity in its own right. Because of this, shareholders of a Singapore private limited company cannot be liable for the debts and losses of the company beyond their share capital.
These are what you need to register a private limited company in Singpaore:
- At least one shareholder (individual or corporate entity)
- One resident director
- One company secretary
- Initial paid-up share capital of at least S$1
- A physical Singapore office address
How to open a corporate bank account in Singapore?
Each bank has a different process to open a corporate bank account. It also depends on the passport and the nature f your business. Usually Singapore citizens and Permanent Residents can open a bank account without any documents and signatures, but usually you’ll need certified true copies of important documents such as passport or identity card, residential address proofs, certificate of incorporation, certified copy of the company business profile from the Registrar of Companies, a Board of Directors Resolution, and a certified copy of the Company Constitution.
Bank accounts can be opened for Singapore citizens and PRs remotely. Certain banks will now let foreigners apply for business account opening and pass the bank interview remotely.
What business entity type do the recommendations above refer to?
We have been discussing the incorporation of an exempt private company limited by shares (Pte Ltd) – the most popular company type in Singapore. There can be from 1 to 20 individual shareholders (not companies), and as many directors as you need. Such a company makes a legal entity separate from its founders, that’s why the debts, the risks, and the responsibilities are made in the company’s name instead of yours. Another advantage a private limited company has is that they are eligible for tax exemptions.
What is ACRA Singapore?
ACRA stands for “Accounting and Corporate Regulatory Authority”. It’s an agency that registers and oversees businesses in Singapore. It’s one of the most important institutions you’ll be dealing with as an entrepreneur.
Why do I need a Corporate Secretary?
The law demands that every company appoint a secretary within 6 months after the incorporation and ever has this position vacant. A good secretary is an indispensable part of your team, but you don’t have to hire an in-house one unless you have a big company.
Why do I have to report about my business activity type?
It’s the legal requirement. Every Singapore-incorporated company must have a local registered address – a material mailbox that is available for at least 5 hours on working days. Your registered address goes on all legal documents, i.e. on whatever letter ACRA or IRAS or other agency may send to you. East river handles your incoming letters, scans and stores them in your account so you have easy access to all your documents.
Who can become a shareholder of a Singapore company?
To incorporate your company in Singapore, you will need 1-50 shareholders. Shareholders can be a natural person or a company. The shareholder can be a Singapore resident or a foreigner.
The Singapore Companies Act allows 100% foreign ownership holding shares in the company. Most small private limited companies have the same shareholders and directors. The ownership of the company resides with the shareholders, so appointing a nominee Director to fulfill the requirement to incorporate your company will not affect your shareholding.
Can I move to Singapore if I start a business there?
Of course. There’s a special visa called Employment Pass. The family members may relocate under Dependant Passes. You can get the visas in about 6 months. However, there are some requirements to meet. For example, the salary you’ll be paying yourself should be about S$6,000 ($4,500). Check out our explainer to learn more.
Can a foreigner act as a local director of a company?
A foreign entrepreneur may find it a challenge to appoint a local person as a nominee director as one of the company directors. More often than not, the foreign entrepreneur will not have someone in Singapore who they can appoint as the Local Director for the company.
You can act as a local director of your company if you are planning to relocate to Singapore and manage your company from there. It will be best for you to obtain an Employment Pass if you plan to relocate and directly manage your business from Singapore. After that, you can act as the Local Director for your company.
However, if you do not plan to relocate to Singapore, you have two other options to satisfy the Local Director requirement, either by engaging a Nominee Director service, or if you are planning to hire local staff, appointing one of the staff members as a Local Director of your company.
What taxes will I pay?
Singapore has double taxation agreements with many countries, so you avoid being taxed twice on the same income. Here are Singapore rates:
- Corporate tax for SME is effectively progressive: from 4.25% on the first S$100,000 to 17% after S$10,000,000
- Once turnover grows over S$1,000,000 you’ll have to register and pay a 7% GST. Unless you export your goods abroad, then GST is 0%
- Tax on dividends is 0%
- Personal income tax is progressive from 0% to 22%. For example, on salary of S$120,000 it’s S$7,950 (6.6%), on S$250,000 it’s S$30,700 (12.3%).
See detailed calculation below.
Corporate tax rate for SME eligible for the start-up tax exemption (SUTE) scheme
Chargeable income, S$ | Estimated tax, S$ | Effective tax rate |
---|---|---|
100,000 | 4,250 | 4.25% |
200,000 | 12,750 | 6.38% |
300,000 | 29,750 | 9.92% |
400,000 | 46,750 | 11.69% |
500,000 | 63,750 | 12.75% |
1,000,000 | 148,750 | 14.88% |
2,000,000 | 318,750 | 15.94% |
3,000,000 | 488,750 | 16.29% |
5,000,000 | 828,750 | 16.58% |
10,000,000 | 1,678,750 | 16.79% |
Personal tax rate
Chargeable income, S$ | Estimated tax, S$ | Effective tax rate |
---|---|---|
first 20,000 | 0 | 0% |
next 10,000 | 200 | 2.0% |
next 10,000 | 350 | 3.5% |
next 40,000 | 2,800 | 7.0% |
next 40,000 | 4,600 | 11.5% |
next 40,000 | 6,000 | 15.0% |
next 40,000 | 7,200 | 18.0% |
next 40,000 | 7,600 | 19.0% |
next 40,000 | 7,800 | 19.5% |
next 40,000 | 8,000 | 20.0% |
over 320,000 | 44,550 | 22.0% |