Register Company in Singapore

• Before beginning the incorporation process, Tetra Consultants’ team of experts will thoroughly understand your business goals and activities, in order to recommend the most suitable legal entity for you to carry out your business. Prior to incorporation, you will be advised on the optimum paid-up share capital, corporate structure, legislations and whether there is a need to apply for any licenses to operate.

• Upon receiving the required due diligence documents of the directors and shareholders, Tetra Consultants will conduct a name search through the BizFile+ online portal to reserve your preferred business name. 

• Before Tetra Consultants can incorporate your company in Singapore, you are required to provide us with the required KYC documents. Some of these documents include the names of directors and identification proof.
• Upon receiving all the necessary documents, Tetra Consultants will proceed to draft and notarize the company’s Memorandum and Articles of Association.
• According to the business activity and corporate structure, Tetra Consultants will also draft articles of incorporation, business plan and other incorporation documents needed to be submitted to the ACRA to register company in Singapore.

• According to the guidelines of the Accounting & Corporate Regulatory Authority (ACRA), Singapore companies are legally required to have a local registered office, resident director and company secretary. Tetra Consultants will provide our international clients with a nominee resident director in Singapore and a local registered office to ensure you stay compliant with official regulations.
• After receiving approval from the Registry, Tetra Consultants will courier the Certificate of Incorporation, Memorandum and Articles of Association and other corporate documents to your preferred address.

• After incorporation is completed, Tetra Consultants will assist you in opening a corporate account with a bank of your choice, through our established partnerships with multiple reputable banks in various jurisdictions. This can be either a reputable Singapore bank such as  DBS or OCBC, or an international bank in strong jurisdictions such as Switzerland or Hong Kong, depending on your preference.
• Typically, a corporate bank account opening will take roughly 4 weeks. In most cases, the directors and shareholders are not required to travel. However, if travel is required, we will have a representative accompany you to the bank meeting. Alternatively, our team will negotiate with the banks to conduct a conference call instead or to request for a waiver.
• Once your account has been successfully opened, Tetra Consultants will courier the internet banking token and access codes to your preferred address.

• After successfully setting up your business’ bank account, you will be able to begin conducting business activities and transactions. Tetra Consultants will continue to ensure that your Singapore offshore company remains in good standing by remaining compliant and meeting all regulatory deadlines for financial reporting and filing annual tax returns to the IRAS.
• Our team of dedicated consultants will continue to clarify any doubts you may have regarding company’s obligations.

Incorporate Singapore company? 

• The process to register company in Singapore, offers a myriad of advantages, rendering it a highly appealing choice for businesses seeking international growth. The city-state’s tax system is a key draw, with no levies on capital gains or dividends, fostering a conducive fiscal environment. Situated at the heart of Southeast Asia, Singapore’s strategic location provides access to a vast market of 2.8 billion people within a few hours, complemented by a well-established infrastructure and a robust economy. The government’s pro-growth policies and support for startups, coupled with its rank as the second-best country for intellectual property protection, further enhance its attractiveness. 
• Tetra Consultants assists our international clients to register company in Singapore. Our business expansion service package includes the process to register company in Singapore with the Accounting and Corporate Regulatory Authority (ACRA), providing nominee directors, opening corporate bank accounts, and employment pass applications. Singapore has one of the most efficient and bureaucracy-free regulatory frameworks in the world. 

Advantages of registering a company in Singapore

Before you begin to register company in Singapore, it is important to understand the business landscape of the jurisdiction. This is to ensure that your newly established entity will be able to safely and legally conduct business while striving toward your long-term business goals.

• Singapore’s corporate tax is 17% and VAT is 9% and it has a wide array of tax benefits for investors who have companies incorporated in the country. Properly structured, a Singapore non-resident company can enjoy legal tax exemption.
• Highly urbanized with a robust economy, Singapore ranks in the world’s top five as a financial center where its free-market economy operates in an open and corruption-free environment with stable prices and high per-capita GDP.
• Singapore also has the world’s fourth largest foreign exchange market, Asia’s second largest over-the-counter derivatives trading centre, and is one of the region’s leading commodities derivatives hub.
• Strategically located between the east and the west and key Asian trading routes, Singapore is labeled as Asia’s most competitive business country, tapping on demand from 600 million populations living in the economic region of ASEAN.
• Singapore’s container ports are one of the busiest in the world. Each day, more than 60,000 containers are loaded and unloaded from 60 container vessels. This port is serves as the focal point for 200 shipping routes, with linkages to 120 countries. The award-winning Changi International Airport, has been named World’s Best Airport by travelers for seven straight year in a row in 2019, linking 300 cities in 70 countries, with more than 6,500 weekly flights. All these provide unparalleled connectivity that both passengers and cargoes would benefit.
• Singapore is a cosmopolitan society where people live harmoniously. English is the main business language and most commonly used language which unites its people. The four official languages of Singapore are English, Mandarin, Malay and Tamil although there are a plethora of other languages commonly spoken here.
• Singapore has a reliable and internationally trusted legal system with international courts, arbitration centers and various alternative dispute resolution options. Commercial disputes in Singapore are generally resolved in about 150 days, making it the fastest in the world.

Post-registration formalities and compliances for Singapore Companies

• After the preliminary processes of registering a company in Singapore, business owners should start learning about the yearly regulatory compliance obligations. Rather than viewing these obligations as a burden, company owners should appreciate that the aim of these yearly regulatory compliance requirements is to preserve a business-friendly environment that is transparent to both shareholders and the founders. of the company.
• Furthermore, because the majority of these yearly regulatory compliance obligations have specified timetables by which all companies must comply, it is not challenging for a company to make arrangements ahead of time to fulfill these deadlines. Furthermore, if the company has the forethought to engage Tetra Consultants, our team of company secretaries and account managers will be able to send out timely reminders to the company to satisfy these standards. This section of the page gives all company owners crucial information on how to keep their company’s operations in compliance with Singapore’s yearly regulatory standards.
• There are various government departments are in charge of overseeing yearly regulatory compliance obligations fulfilled by the entity. However, in general, all businesses must follow the rules established by the Accounting and Corporate Regulatory Authority (“ACRA”) and the Inland Revenue Authority of Singapore (“IRAS”).
• Appointment of an auditor: Unless excluded as a small company, the directors of a company must appoint an auditor within three months after the company’s incorporation date. The auditor can be reappointed at each firm annual general meeting (AGM).
• A small company is a private corporation that meets two of the three criteria listed below in the two previous fiscal years:

1. The company’s sale does not surpass S$10 million every fiscal year.
2. At the conclusion of each fiscal year, the firm has no more than 50 workers.
3. At the conclusion of each fiscal year, the total assets of the firm do not exceed S$10 million in value.

• If the Singapore firm forms part of a group of companies (whether onshore or offshore), the aforementioned conditions are applied to the group rather than the Singapore company. Because of the operations throughout the rest of the group, an entity with limited operations in Singapore may nonetheless need to be audited.

Preparation of financial statements: One of the yearly compliance obligations that may be expected well in advance is the preparation of a company’s financial statements, which should be done after its financial year ends. 

• The Companies Act states, however, that not every company has engaged in enough activity over the course of the fiscal quarter or financial year to justify hiring auditors to carry out a comprehensive statutory audit. These businesses are referred to as small private companies, and they are only exempt if they meet at least two of the three requirements listed below:

1. The total annual turnover of the entity does not exceed S$10 million 
2. The total number of assets of the entity does not exceed S$10 million; 
3. The number of employees in the entity does not exceed 50.

• An audit would progress well if an entity has properly kept its accounting and bookkeeping records throughout the year. Despite this, some businesses, particularly small and medium enterprises (“SMEs”) or newly created businesses with fewer workers, may discover that they are unprepared for the required audit. Instead of overworking the company’s own staff, it may be preferable to outsource the accounting function to take use of the expertise of a team of competent and authorized specialists. You may consider outsourcing your tax and accounting services in Singapore to Tetra Consultants. Our team of chartered accountants and tax specialists are well-experienced with the updated regulations concerning accounting and auditing in Singapore to navigate you accurately. 
• A company’s decision to convene an Annual General Meeting (“AGM”), which includes approving the company’s financial statements, will determine the timeline for preparing its financial statements. 

Annual general meeting: A private company’s annual general meeting (AGM) must be held within six months after the conclusion of the company’s fiscal year. AGMs for publicly traded companies must be held within four months after the fiscal year’s conclusion.

• Certain private corporations are exempt from holding an AGM if, for example, the corporation is dormant or the members cast votes resolutions exempting the company from holding an AGM. However, many companies require an AGM.

Filing of annual returns: Unless exempted, a Singapore company must file an annual return with ACRA using the BizFile+ platform. For a private company, the annual return must be filed within seven months of the end of the financial year in question, and for a public corporation, it must be filed within five months.

• Exempt private companies (EPC) who do not have their annual financial statements audited can file a simplified annual report that does not require financial statements to be submitted. An EPC is a privately owned company with a maximum of 20 shareholders, none of which are corporations.
• All other entities must provide their financial statements in XBRL (eXtensible Business Reporting Language) format in their yearly returns. A standardized electronic communication language for financial statements is called XBRL. The financial accountants or auditors of a company will often update the financial statements to XBRL.

Company records: An entity registered in Singapore must maintain specific company registers, some with ACRA and some at the entity’s registered office.

• The company must register with ACRA and keep accurate records of its directors, chief executive officers, secretaries, and auditors. ACRA requires the entity to file specific shareholder resolutions that bind a class of shareholders as well as any charges made against the company’s assets. Additionally, the entity is required to keep the following registers at its registered office:

1. A list of significant stockholders. 
2. The list of registrable controllers includes essentially everyone who owns 25% or more of the corporation.
3. Nominee directors’ register.  

• Additionally, all the companies registered in Singapore must maintain accounting records in order to adequately explain their operations and financial situation and to enable the creation of accurate and transparent financial statements. These documents must be kept for a period of five years following the end of the fiscal year they pertain to.

Filling of corporate tax returns: Within three months following the conclusion of the respective financial year, Singaporean companies must report their earnings and submit Estimated Chargeable Income (ECI). ECI is the company’s projected taxable income for the specified fiscal year. Even without any revenue, entities must still submit the ECI. At the moment of formation, business owners have the freedom to choose the date that will be the financial year’s end for their entity. Subsequently, the financial year-end date may be altered by adhering to the necessary regulations and alerting ACRA.

• After filing ECI, companies must prepare and file their annual corporate tax return by November 30th of the following year. The profits for the financial year ending in the preceding year will form the basis for filing the tax return in the year of filing.

Goods and services tax registration and return: Singaporean companies should be cognizant of the GST’s (Goods and Services Tax) compliance requirements. A basic tax rate of 7% is imposed on the provision of goods and services within Singapore as well as on the importation of products, with the tax being modeled after the UK’s VAT. If your firm had a turnover of more than S$1 million in the previous 12 months or is anticipated to have one in the upcoming 12 months, you must register for GST. Smaller businesses are not required to register for GST, although they can do so at their leisure.

• Companies that have registered for GST must submit a GST return every three months or on a quarterly basis.

Business license and permits: Companies registered in Singapore are required to obtain relevant business licenses or work permits to operate their business. The type of business license to be obtained depends on the business activity of the entity. For example, entities planning to provide payment services in Singapore are required to apply for a Singapore Payment Institution license. Tetra Consultants’ team of licensing experts is proficient in assisting clients with the process of applying for various offshore financial licenses. Our team ensures the smooth functioning of your business entity.

Find out more about how to register company in Singapore

• Tetra Consultants will be your one-stop solution for you to register company in Singapore. Our package will enable starting a company in Singapore and include services like company formation, registered agent, registered address, and business bank account opening.
• Contact us to find out more about how to register company business in Singapore. Our team of experts will revert within the next 24 hours.

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