Register a Private Limited Company in Singapore
Singapore has remained a lucrative business destination for most businesses globally. It sits at the forefront of the unparalleled economic paradigm and is deemed as the financial powerhouse. If you want this nation to establish a new venture, this could be your best decision ever. Among all legal structures available in Singapore, a private limited company is the most popular one. This blog seeks to elaborate on legal requirements around private limited company registration in Singapore.
Why Register a Private Limited Company in Singapore?
Choosing a Private limited company as a legal structure is an apparent choice for most professional firms in Singapore. It comes with moderate compliance and delivers extensive legal protection to each member. Apart from that, it adheres to a separate legal identity, ensuring limited liability for each member.
Unlike public limited companies, setting up a private limited company is fairly easy and less intricate. It requires only one director belonging to the domestic territory. Also, there is no need to arrange any substantial capital for purposes.
Private limited company adheres to perpetual existence which helps overcome worst-case scenarios such as unexpected winding up and unwelcome operational halts owing to the director’s absence.
Documents required for Private Limited Company Registration in Singapore
The following paperwork will be required for incorporating a Private Limited Company Registration in Singapore:
Memorandum and Articles of Association (MAA): This document entails the company’s constitution and guidelines governing its operations.
Identification Documents: Copies of identification documents such as passports for all directors and shareholders.
Registered Office Address: A local Singapore address where official paperwork and notices can be served.
Shareholder Details: Information concerning the shareholders, including their names, addresses, and shareholding threshold.
Director Details: Information relating to the directors, including their names, addresses, and identification information.
Declaration of Compliance: A statement declaring that all requirements have been met and hence the company is registration-ready.
Consent to Act as Director/Shareholder: Signed consent forms from directors and shareholders agreeing to serve their duties.
Paid-up Capital: Declaration of the amount concerning share capital with which the company will be registered.
Share Certificate: A document confirming the ownership of shares issued to each shareholder.
Resolution for Opening Bank Account: A resolution authorizing the opening of a bank account on behalf of the company.
Other Relevant Licenses or Permits: Based on which industry you serve, you may need industry-specific approvals.
How to secure Private Limited Company Registration in Singapore: Underlining the key steps
The steps below will help you secure the Private Limited Company Registration in Singapore.
Step 1: Choose a legally sound name
Visit the Accounting and Corporate Regulatory Authority (ACRA) website to secure a legitimate business name for your business. Make sure that the proposed name is trademark-free and non-offensive on all grounds.
Step 2: Appoint a director from the local territory
Appointing at least one director from the local territory is the next vital step in this process. Make sure to cross-check the proposed director’s background for criminal offenses and financial defaults. The proposed director should not be minor. Any foreigner seeking a directorship position in a private limited company must have a valid employment pass.
Step 3: Secure shareholders
Private limited companies can possess at least one shareholder and up to 50 shareholders at max. There is no cap on the nationality of shareholders.
Step 4: Appoint Company Secretary
Although appointing CS is not a pre-incorporation requirement, it is an important step to ensure the legal and financial well-being of the company. CS must be appointed within six months of incorporation. Notably, CS should belong to the native country and cannot hold any other position in the company during his/her serviceable tenure.
Step 5: Legitimise your business place
You must have proper documentation such as property paper, rent agreement, or lease agreement for a place where you will propose to undertake official endeavors.
Step 6: Secure paid-up capital beforehand
Paid-up capital for incorporating private limited companies in Singapore has been capped at one US dollar. The same must be deposited in the corporate bank account.
Step 7: File incorporation application form
Head to ACRA to file the incorporation application. The form must be attached with key incorporation dossiers, including MOA, which stands for Memorandum of Association. MOA should be drafted as per Singapore’s Company Law.
Step 8: Secure industry-specific approvals
Every business attracts distinct legal requirements and operational norms. For example, if you intend to run a factory that is vulnerable to pollution, you might need to secure environmental approval from a specific authority.
Likewise, if you wish to operate a firm that largely depends on chemicals, you might need to secure a permit from another authority. Therefore, ascertaining the industry-specific norms beforehand is strictly advisable.
Conclusion
Securing Private Limited Company Registration in Singapore is not as intricate as it seems. However, you may come across some additional steps based on the industry you are serving. This could make the registration process unnecessarily time-consuming and tedious. To overcome such nuisances, you need to have a firm grasp of every possible legal touchpoint. If that sounds complicated, let Adviso’s professionals take care of establishment legalities.
