Purchase Singapore Shelf Company
- A Singapore Shelf Company is an ideal option for businesses looking to establish a presence in one of the world’s foremost financial hubs. As a premier global location for investment, Singapore is renowned for its reputation, which can significantly enhance the status of any company headquartered there.
- The city-state’s dynamic and competitive market environment makes it an attractive choice among other Asian countries. Acquiring a Singapore Shelf Company is a popular method for entering the market swiftly and efficiently. In this guide, we will explain what a Singapore Shelf Company is and how you can acquire one to seamlessly register company in Singapore.
- The necessity of starting the operation of the company as soon as possible is what usually drives foreign investors to purchase a Shelf Company in Singapore. The reduced amount of time is an advantage when it comes to acquiring a shelf company in Singapore.
- Another advantage of the Shelf company in Singapore is that the investor can bring various changes to the structure and name of the company. Our team of experts have detailed knowledge of the operation of a Shelf company in Singapore.
What is a Singapore Shelf Company?
- A Singapore Shelf Company refers to a pre-drafted or pre-formed third-party entity that enables it to meet all incorporation requirements. It is formed solely for resale to a person or business looking to start their activity right away. An important benefit of a shelf company is the fact that it allows a person to engage in business immediately, without the necessity of going through the long process of registration.
- Shelf companies are especially useful to those requiring third-party equity or anonymity. Basically, they provide a ready means, facilitating a shift into business without the usual delays associated with the formation of a new company. Each company in Singapore is required to be registered with the Accounting and Corporate Regulatory Authority. It requires many elements, including a nominal director, a local company secretary, a company constitution, and a shareholder agreement amongst others.
- The purchase of a shelf company takes only a few days. After the acquisition, only small changes in the articles of association are needed to be altered. The shelf company, though expensive is worth spending since one gets to enter into the market immediately and it enables one to build more credibility with the financial institutions.
- Such shelf companies in Singapore can either be private limited liability companies or public limited liability companies, hence, the buyer has a freedom of choice in regard to relocation, access to business loans, participation in private-public partnerships, and joint ventures.
What are the advantages of purchasing Singapore Shelf Company?
The necessity of starting to operate as soon as possible is what usually drives foreign enterprisers to buy a Singapore Shelf Company. The reduced amount of time is also one of the greatest advantages when deciding between a shelf company and a new company in Singapore. Another advantage of this type of company is their age: one can incorporate a foreign company’s history in the shelf company and thus gain credibility in front of customers and partners in Singapore. Another advantage of the shelf company is that the investor can bring several changes to the name and structure of the company.
DTAA or Double Taxation Avoidance Agreements
- Singapore has entered into Double Taxation Avoidance Agreements or DTAA with respective authorities.
IPR or Intellectual property rights law
- The IPR laws in Singapore are stringent. Therefore, protocols are followed when it comes to IP enforcement. Hence your ideas can be protected until the period of renewal of registration.
Agreements
- The free trade and investment guarantee related agreements present. This facilitates the smooth functioning of the business in Singapore.
Various government agencies
- Singapore has been successfully running its business markets and bureaucracy, through the perfect cooperation of different agencies with an objective to help the businesses market work smoothly.
Instant creditability
- Shelf companies, especially the older ones, do carry an added advantage of credibility that reflects on the personae of the business as perceived by the clients, suppliers, and financial institutions. With an established reputation, one has easier access to loans or partnerships because it is common practice for banks and similar entities to regard and treat the older companies more favourably than their newly established peers because they are perceived to be more stable.
Time Efficiency
- Probably the major benefit of purchasing a shelf company is that it saves much time. It offers the investor an opportunity to skip the incorporation process, which may at times have many bureaucracies. They may, therefore, buy a readymade and start operations almost immediately, often within just a few days.
Legal Compliance and Support
- When one buys a shelf company, the entity would already be compliant with Singapore’s legal requirements registered with Accounting and Corporate Regulatory Authority (ACRA). This diminishes the administrative burden on new owners so they can concentrate more on business development rather than compliance issues.
Can foreigners purchase a ready-made Singapore Shelf Company?
- Yes, foreigners can indeed purchase a ready-made shelf company in Singapore and hold 100% of the shares, making it an attractive option for international investors seeking to establish a business presence in the country. This full ownership facilitates a straightforward entry into the Singaporean market, allowing the new owner to commence business operations immediately after the purchase, thus bypassing the lengthy incorporation process.
- However, while foreign investors can own the company entirely, Singaporean regulations require that the company have at least one local director who is a Singapore citizen or permanent resident. Tetra Consultants can assist in meeting this requirement by providing nominee director and shareholder services. Additionally, we offer comprehensive compliance solutions to ensure adherence to all regulatory requirements, including the appointment of a company secretary and the filing of annual returns through our accounting and tax obligations.
Time required to purchase a ready-made Singapore Shelf Company
- Buying a ready-made shelf company in Singapore efficiently and with the professional advice of Tetra Consultants often takes remarkably little time. After the purchase, the new owner can almost immediately begin operations, which is a major advantage as it gives access to rapid market entry without the usual delays associated with starting a new business from scratch.
- Further, Tetra Consultants will assist the shelf company in re-registration with any change of name or business activities, if any, such changes will be processed within 2 business days. Additionally, we will then also proceed for notarization and legalization of corporate documents with the local embassy in another 2 business days. After which in 2 weeks we will proceed for bank signatory change.
- Overall, the clients can expect to have a ready shelf company in Singapore within 3 weeks from purchase to re-registration and bank account signature change for the seamless and expedited transition of their business.
- Afterwards we can also provide our clients with corporate bank account opening which will provide the clients with a bank account in 4 weeks.
What are the features of a shelf company?
- The Shelf Company in Singapore is also known as a Readymade, or aged company, which has the status of a registered company.
- Such companies have not undertaken any trading activities.
- These companies have been kept inactive since incorporation, and none of its documents has been active on records of the Singapore Company Registrar.
- However, these companies are registered companies and are available for purchase. The operations of such companies can be started immediately.
- These companies are pre-existing which do not have any pre-existing contracts or liabilities.
- In case an investor is willing to buy and on an immediate basis, he or she can safely purchase these shelf companies.
- It has the seal of the company, Certificate of Incorporation, stock certificate book, and other documents as required by law.
- It has the seal of the company, Certificate of Incorporation, stock certificate book, and other documents as required by law.
- The purchaser can make the purchase only by supplying necessary documents.
Steps to purchase a ready-made Singapore Shelf Company
Step 1: Initial company details and nominee structure
- Within 2 business days, Tetra Consultants will re-register the company name and company numbers, changing director, shareholder and deliver it to our clients. At the initial stage, our provided nominees will be the shelf company’s directors and shareholders. We also provide a nominee director service in Singapore, where it will further ensure your company’s compliance with local regulatory requirements as you prepare for the appointment of your preferred directors and shareholders.
Step 2: Corporate structure and document preparation
- Subsequently, we will take up the matter of changing the name of the company and the corporate structure, which shall involve the appointment of the directors, shareholders, and managing directors as per the choice of the client. All other documents for the same, including the power of attorney, share transfer agreement, escrow agreement, and board resolutions, will be prepared by our legal team. These documents will need to be signed and notarized within their respective countries, thereafter, legalized at a local embassy, before they are returned to Singapore. It is expected that this will take around 2 business days for approval.
Step 3: Capital deposit and escrow account
- Depending on the chosen business entities, the client will be required to pay the prescribed minimum capital to an escrow account. Upon official revision of a corporate structure and bank signatory after which the money is to be released.
Step 4: Finalization of Corporate Structure
- After the corporate structure changes are finalized and approved, clients will officially become the directors and shareholders of the shelf company. After which, Tetra Consultants will courier the Certificate of Incorporation, Commercial Register extract, and the Register of Directors and Shareholders to an address of choice by the client.
Step 5: Bank Signatory Change
- Following this, Tetra Consultants will proceed with updating the bank signatory for the corporate bank account. Clients are required to travel to Singapore for a face-to-face bank meeting. Our dedicated banking team will accompany clients to ensure a smooth flow of interviews and effective communication. Bank signatory update typically takes 2 weeks to complete. In such cases where clients prefer not to travel, Tetra Consultants do offer non-travel banking solutions.
- Additionally, we can also facilitate corporate bank account opening for your shelf company if you require.
Step 6: Tax and Trade Registration
- Upon successful opening of the bank account, Tetra Consultants will apply for tax and trade registration with Inland Revenue Authority of Singapore (IRAS). This will be completed within few days. During that time, it is possible for clients to conduct business as per normal. However, they cannot issue any sales invoices until the tax and trade registration is complete.
What are the necessary documents required for the registration of Singapore Shelf Company?
The necessary documents required for the Registration of Shelf Company in Singapore are as follows:
- Name of the new company;
- Details of the business undertaken;
- Business activities summary;
- Copy of notarized passport, Proof of address, Income of shareholders directors and individual UBO;
- Details of the Shareholders and there holding; and
- The registered address of the proposed company.
Documents required for corporate entities
- Corporate Resolution
- Certificate of Incorporation
- Memorandum and Articles of Association
- Registered Address
- Tax Identification Number
Regulatory requirements for registration of Singapore Shelf Company
Director requirements
- A shelf company must have at least one director who is a Singapore citizen or Permanent Resident (PR).
- Directors must be 18 years old.
- The director cannot be an undischarged bankrupt.
Regulatory requirements
- At least 1 shareholder without residency requirements. (can be corporate entities)
- The minimum paid-up capital requirement for a shelf company is SG$1.
- A shelf company must appoint a company secretary within 6 months of incorporation. The company secretary must be the resident of Singapore.
- The company must have a registered address.
Accounting and tax obligations for Singapore Shelf Company
Accounting obligations
- The shelf company is required to prepare and file annual financial statements with the ACRA within 6 months after the end of its financial year. This process ensures transparency and adherence to regulatory standards, allowing ACRA to review the company’s financial health and operations.
- If the company’s paid-up capital exceeds S$5 million, it must have its financial statements audited annually. This audit must be conducted by a certified public accountant to ensure the accuracy and compliance of the company’s financial reporting.
- Additionally, the company must maintain accurate and up-to-date financial records at all times. These records should be readily available and provided to authorities upon request, ensuring that the company’s financial activities are properly documented and can be reviewed for compliance and regulatory purposes.
- The shelf company must hold its first AGM within 6 months of the end of its first accounting year or within 18 months of its incorporation.
Tax obligations
- The shelf company is obligated to pay corporate tax at a rate of 17% on its chargeable income. This tax rate applies to the company’s profits, which are calculated based on its net income after allowable deductions and exemptions.
- If the company’s annual turnover surpasses SG$1 million, it is required to register for Goods and Services Tax (GST). Once registered, the company must charge GST on all taxable supplies it provides. This involves adding GST to the price of goods and services sold, which is then collected from customers and remitted to the Inland Revenue Authority of Singapore (IRAS).
How much does it cost to buy a Singapore Shelf Company?
- The cost of a shelf company in Singapore will vary depending on different factors. At Tetra Consultants, we will provide an elaborate, detailed chart of all the costs involved in the purchase of a shelf company. This will include relevant cost components that involve compliance fees, government charges, among other expenditure variables.
- Our detailed breakdown ensures that our clients get full transparency into the financial implications involved. It is with this kind of detailed financial overview that we would like to make the decision-making process smoother and guide you on each step of purchase while making very informed investment decisions.
Our services
- Tetra Consultants expert team is dedicated to meet the needs of the clients and provides incorporation services for a Singapore Shelf Company. We provide end-to-end solutions in context with incorporation/ purchase of a Shelf Company in Singapore.
- Contact us to know more about Singapore Shelf Company and our team will revert back in 24 hours.
FAQ
What is a shelf company in Singapore?
Can foreigners purchase a shelf company in Singapore?
What is the minimum paid-up capital requirement for a shelf company?
Do shelf companies have a resident company secretary?
How long does it take to purchase a shelf company in Singapore?
Can the name of a shelf company be changed?
What are the benefits of buying a shelf company in Singapore?
Are there any legal risks associated with acquiring a shelf company?<br />
Can a shelf company be used for holding and operating purposes?