Singapore is well-known as a top center for economic activities and a key gateway for businesses looking to expand into other ASEAN cities. Its stable politics, flexible immigration rules, and advanced technology are some of the benefits of starting a business there.
According to the World Bank’s Ease of Doing Business Index 2020, Singapore is the second easiest country to start a business in, right after New Zealand. It has a very efficient and low-bureaucracy system, making the company registration process straightforward and quick—often taking less than a day.
Singapore provides great resources to help investors and entrepreneurs start their businesses. Anyone from around the world can set up and run a business there.
Benefits of Incorporating in Singapore
Here are the advantages of starting a company in Singapore:
Easy Incorporation Process Setting up a company in Singapore is simple and can be done entirely online. The registration process is straightforward, and the annual compliance requirements are minimal and not complicated.
Low Costs The cost of registering a company in Singapore is lower compared to places like the USA, Australia, and the UK. Ongoing costs to keep the company running are also relatively low.
World-Class Infrastructure Singapore boasts modern infrastructure, including top-notch airports, highways, subways, internet services, and commercial buildings. This advanced infrastructure creates a great work environment and boosts business productivity.
Diverse Industries Singapore has thriving industries such as finance, insurance, legal services, and technology. These sectors offer various opportunities for growth, and the government provides ongoing support.
Tax Benefits Singapore has a straightforward tax system. Companies are only taxed on income earned within the country, with no tax on foreign income. This makes it a favorable place for new businesses.
Support for Startups The government offers grants and schemes to support startups. These programs are designed to foster a dynamic startup ecosystem for both local and international entrepreneurs.
Strategic Location Located in South-East Asia, Singapore is close to major markets like India and China. It is a key hub with a busy port and an international airport linking many cities worldwide, benefiting logistics and business operations.
Talented Workforce Singapore attracts global talent due to its liberal immigration policies. Many workers are skilled and speak English, and the country’s education system produces highly trained professionals. About a third of the workforce is from abroad.
No Corruption Singapore is known for its low corruption levels, with strict laws and well-paid officials. This ensures that your business is protected and operates fairly, based on its own merits.
Basic Requirements for Starting a Company in Singapore
Company Name Choose a unique name for your company.
Directors Appoint at least one director who is a Singapore resident. You can have other directors from anywhere.
Shareholders You need at least one shareholder, who can be an individual or a company, and they can be from anywhere in the world.
Company Secretary Appoint a company secretary who is a Singapore resident.
Local Address Provide a local Singapore address for the company’s registered office.
Paid-Up Capital The minimum paid-up capital required is SGD 1.
Business Activities Describe what your company will do and its business activities.
Incorporation Details
Starting a business in Singapore involves handling many documents and processes, which can be overwhelming if you're new to the regulations. It’s a good idea to let professionals handle the paperwork so you can focus on your business goals. Ensuring you don’t miss any steps is crucial when you're just beginning.
Company Incorporation with Cloud Consulting
Reach out today to discover how Clooud Consulting and let us provide the ultimate guide. We help you set up your company in Singapore, making sure all legal and compliance requirements are met. Let us handle the paperwork and regulations so you can focus on running your business, marketing, and finances.
Minimum Requirements for Starting A Company in Singapore
Minimum Requirements for Starting A Company in Singapore
Before starting a company in Singapore, business owners need to meet the minimum requirements for incorporation. The process is online and applies to both local and foreign entrepreneurs. The first step is choosing a suitable business structure.
A private limited company (Pte Ltd) offers more benefits than a sole proprietorship. With a Pte Ltd, owners are not personally liable for company debts. Additionally, the company can access credit from both local and global financial institutions. Revenue is taxed at corporate tax rates, and the company can enjoy tax incentives and exemptions.
Key Requirements to Start a Company in Singapore
To start a company in Singapore, you need to meet the following requirements:
Approved Company Name Get your company name approved by ACRA through their electronic portal, BizFile+.
Appointing Directors You must have at least one resident director who is a Singaporean, permanent resident or someone with a valid employment pass. If a foreign company has no local person to appoint, they can find a nominee through professional agencies or appoint a Singapore-hired employee as the director.
Appointing a Qualified Company Secretary Within six months of incorporation, you must appoint a qualified company secretary. If the company has only one director or shareholder, you need to appoint a separate person as the secretary.
Shareholders Your company must have at least one shareholder but no more than fifty. Shareholders can be individuals or other legal entities.
Registered Office Address The company must have a local Singapore address, which cannot be a P.O. Box.
Paid-up Capital You need a minimum paid-up capital of SGD 1, which means minimal initial investment. You can increase the capital at any time after registration.
4 Easy Steps to Incorporate a Company
Step 1: Choose and Reserve Your Business Name
Choosing Your Business Name Pick a unique business name and check its availability on BizFile+. If the name is already registered, consider alternative names or slight modifications. We can assist with the approval process to ensure your name complies with all regulations.
Applying for the Name Submit your chosen name through BizFile+ for a fee of 15 SGD. Once approved, the name is reserved for you for 120 days. Complete your company registration within this period to keep the name exclusive. If needed, additional checks may be required for names with specific terms.
Step 2: Gather the Required Information
Incorporation Requirements
Company Name Approval: Choose and get approval for your business name. We’ll help ensure it meets all regulations.
Directors: You need at least one local director (Singapore citizen). Additional directors can be local or foreign, as long as they are over 18, not bankrupt, and have no past wrongdoing. If needed, our nominee director service can assist.
Shareholders: Your company can have 1 to 50 shareholders, who can also be directors. Shareholders can be from anywhere, with up to 100% foreign ownership allowed. Shares can be transferred or issued later.
Company Secretary: Appoint a qualified local company secretary within six months of registration. One person cannot be both director and secretary. We can arrange this for you.
Paid-Up Capital: A minimum of 1 SGD is required to start. This amount can be increased later. Inform the registrar after opening a bank account and depositing the funds.
Registered Address: Provide a real Singapore address (home or business, not a P.O. Box). We can offer our address as your registered address.
Sole Proprietorship: Simple structure run by one owner who has full control and responsibility for debts and legal issues.
Partnership: Similar to a sole proprietorship but with 2 to 20 partners.
Limited Partnership (LP): Includes at least one general partner (fully responsible) and one limited partner (liable only up to their agreed contribution). No separate legal entity.
Limited Liability Partnership (LLP): At least two partners create a separate entity. Partners are not personally liable for each other’s actions.
Local Company: Has perpetual succession, can own property, and can sue or be sued.
Info/Documents Needed
Start date
Business address
Share details and capital
Information about directors and company secretary
Company rules (constitution)
Step 3: Choose a Package
We offer various packages to suit your business needs. Choose the one that fits your requirements. Consider if you need additional services like:
Help with opening a bank account
A resident local director
A company secretary
Name search and reservation
Work passes (e.g., employment pass, entrepreneur pass)
A registered local address service
Step 4: Open a Corporate Bank Account
It's important to open a company bank account to keep business and personal finances separate and to track business finances for taxes. Typically, banks require key directors to be in Singapore to sign the necessary documents. Some banks might allow signing at their international branches or in front of a Notary Public. Additional documents like corporate account opening forms and certified copies of resolutions or the certificate of incorporation may be needed on a case-by-case basis.
Singapore Company Incorporation (Exempt Private Limited / Private Limited by Share)
Looking to set up a company in Singapore? Let Clooud Consulting streamline the process for you. We ensure full compliance with Singapore's company laws and regulations so you can focus on growing your business.
Why Choose Clooud Consulting?
Comprehensive Support: From company incorporation to ongoing compliance, we handle it all.
Expert Guidance: Our team ensures you meet all regulatory requirements seamlessly.
Focus on What Matters: Devote your time and energy to business operations, marketing, finance, and growth.
Now you have learned about the minimum requirements for starting a company in Singapore. Leave the complexities of company regulations to us. Contact Clooud Consulting now and let us help you establish your business in Singapore effortlessly.
How to Establish a Non-Profit Organization in Singapore
A non-profit organization (NPO) in Singapore is a legally formed group that focuses on activities for public or private interest without making commercial profit. If NPOs make a profit, known as a surplus, they keep it for future activities instead of distributing it to members like profit making companies do. In Singapore, NPOs are often called Voluntary Welfare Organizations (VWOs) and can be registered as a public company limited by guarantee, a society, or a charitable trust. Let's learn further on how to establish a non-profit organization in Singapore.
Key Features of Non-Profit Organizations in Singapore:
Managed by a board of trustees or a governing council, usually serving in a trustworthy role.
Operate independently from the government.
Provide benefits to people outside of their own membership.
Do not make profits; they cannot share leftover money with members and can get full tax exemption only after gaining charity status.
Benefits of Registering Your Non-Profit Organization
While it's not required to register your NPO in Singapore, doing so makes it much easier to conduct meaningful and sustainable activities. Here’s why:
Legal Agreements: Only registered entities can enter into contracts (like leases or purchase agreements). If your organization isn't registered, individuals may need to take on these obligations personally.
Fundraising: Raising funds is almost impossible without being a registered entity.
Clarity and Formality: Registering your NPO provides clear, legally binding rules that help both members and stakeholders understand the organization better.
Donor Trust: Most donors prefer to fund registered entities because registration shows public accountability and establishes trust.
Types of Non-Profit Entities in Singapore
When registering your non-profit organization in Singapore, you can choose from three types of entities:
Public Company Limited by Guarantee
Society
Charitable Trust
The best type for your non-profit depends on factors like size, complexity, potential legal liabilities, and fundraising plans. To decide which one is right for you, review the details of each type below and choose the one that fits your needs the best.
Registering as a Public Company Limited by Guarantee
Forming a non-profit as a company limited by guarantee has several advantages. It creates a separate legal entity and limits the liability of its members. This type of structure is advanced and highly desirable for non-profits. These companies usually focus on charitable, religious, scientific, or artistic activities and do not engage in trading.
What is a Company Limited by Guarantee?
A public company limited by guarantee is one that conducts non-profit activities benefiting the public interest, such as promoting art or charity.
This type of company does not have shares.
Instead of shareholders, it has members who agree to contribute a fixed amount towards the company's liabilities if it is wound up. This contribution can be as low as SGD 1.
When incorporated in Singapore, a public company limited by guarantee must include "Limited" in its name. However, it can later request to remove "Limited" from its name, provided it does not distribute profits.
A company limited by guarantee is a separate legal entity, similar to a person in the eyes of the law. It can enter contracts, own property, and be sued or sue others in its own name.
Pros and Cons of Public Company Limited by Guarantee:
Has its own legal identity.
Limits liability for members.
However, it must meet ongoing public disclosure rules and follow statutory regulations.
Setting up and maintaining it requires professional help.
Complex annual reporting might be challenging for smaller groups.
Tax exemptions
Associations registered as company limited by guarantee in Singapore are exempt from income tax if surplus funds are from members’ contributions; or if over 50% of gross revenue receipts are from members and are not tax-deductible for members. For full tax exemption, the company must apply for Charity status after its registration.
Key Facts Simplified:
Requires at least 2 directors, 2 members, and a qualified Company Secretary. One director and secretary must be Singaporean residents.
Foreigners acting as local directors need an Employment Pass or Dependant Pass.
Need to draft a Memorandum & Articles of Association outlining the organization's objectives and rules.
Must audit accounts annually and hold Annual General Meetings.
Must file Annual Returns with ACRA.
Public companies limited by guarantee are registered with ACRA and follow the Singapore Companies Act. Professional assistance is recommended for registration.
Registering as a Society
A society is like a club, group, or association with at least 10 members. It's a good choice for smaller groups with strong community ties and not heavily reliant on donations or external funding.
Advantages and disadvantages:
Quick, easy, and cheap to set up.
Donors usually prefer more formal business structures like public companies limited by guarantee.
Doesn't have a separate legal identity, so members may face liability issues.
Statutory Requirements:
You need at least 10 people to start a society.
You must have 3 key office bearers: President, Secretary, and Treasurer, who must be Singapore Citizens or Singapore Permanent Residents.
Annual audits of accounts are mandatory.
Annual Returns must be filed with the Registrar of Societies.
You must create a Constitution that governs the society.
Societies are registered with the Registrar of Societies (ROS) and are regulated by the Singapore Societies Act. If you want to register a Society in Singapore, it's best to seek professional advice.
Registering as a Charitable Trust:
A trust is a written agreement, known as the trust deed, where the owner or founder transfers property or funds to a group of people called trustees. These trustees manage the assets for the benefit of others, known as beneficiaries, to achieve a specific goal. A charitable trust is a type of trust that serves a purpose and aims to benefit the community rather than specific individuals.
Who Should Register a Charitable Trust?
A charitable trust or foundation in Singapore can be established by anyone who wants to dedicate some of their assets or income to charitable purposes and prefers a structured approach to giving.
A common purpose of a charitable trust is to manage scholarships or bursaries.
However, it may not be suitable if there's a high risk of liability from its activities, like owning property or entering many contracts.
It's beneficial when trustees mainly hold and invest funds or other assets and distribute the income to support charitable causes.
Pros and Cons
Limited public disclosure – Auditors or audited financial statements aren't necessary unless stated in the trust deed.
Expensive and time-consuming to set up, often requiring professional help.
No separate legal identity.
Trustees have control, with no accountability to a broader membership base.
Statutory Requirements
Need a board of trustees.
Need a trust deed – a document outlining the framework for trustees' operations.
Trusts are licensed by the Monetary Authority of Singapore (MAS) and follow the Singapore Trust Companies Act. Consider seeking professional advice for registering a Charitable Trust in Singapore.
Obtaining Charity Status
Once your non-profit entity (society, company limited by guarantee, trust) is registered and legally recognized in Singapore, you can apply for charitable status. The Commissioner of Charities will assess whether your organization's objectives align with charitable purposes when reviewing the application.
Being recognized as a charity is about your status, not just your organizational setup. Charity status offers several advantages:
All registered charities in Singapore are automatically exempt from taxes.
It enhances the organization's reputation and credibility.
Charity status is helpful for fundraising. Many trusts and foundations that provide grants can only support officially recognized charities. The word "charity" has a strong emotional appeal and can motivate the public to donate.
Charitable purposes fall into four main categories:
Helping those who are poor.
Supporting education.
Promoting religion.
Benefiting the community in various ways.
Additionally, these purposes are also recognized as charitable: - Improving health. - Fostering citizenship or community development. - Supporting arts, heritage, or science. - Protecting or enhancing the environment. - Aiding people in need due to factors like youth, age, illness, disability, financial hardship, or other disadvantages. - Promoting animal welfare.
Every charity in Singapore follows the rules of the Singapore Charities Act and needs to register with the Commissioner of Charities within three months of starting. It usually takes around three months to complete the registration process, and there is no fee for registering under this Act.
Statutory compliance
Once a charity obtains charity status, it must follow these rules:
Submit financial statements and an annual report showing what activities were done and any plans for the future.
Keep accounting and donation records in good order.
Submit annual returns.
Hold Annual General Meetings (AGMs).
Share fundraising details online.
Statutory compliance
Once a charity obtains charity status, it must follow these rules:
Submit financial statements and an annual report showing what activities were done and any plans for the future.
Keep accounting and donation records in good order.
Submit annual returns.
Hold Annual General Meetings (AGMs).
Share fundraising details online.
Tax exemptions
All registered charities in Singapore now automatically qualify for tax exemption, aiming to develop Singapore as a hub for philanthropy.
Applying for Institutions of a Public Character (IPC) status
An approved IPC is a non-profit organization (NPO) with charity status that benefits the entire community in Singapore. It's not limited to specific groups based on race, religion, or other beliefs. IPCs are authorized by the Commissioner of Charities to receive donations that qualify for tax deductions. Most IPCs are charities, while others are sports associations. The application process for IPC status typically takes around two months
Who can apply for IPC status?
Hospitals that aren't run for profit.
Public or benevolent institutions that aren't operated for profit.
Public authorities, societies, or organizations engaged in disease research or prevention, not operated for profit.
Universities or funds supporting them.
Educational institutions not run for profit or funds supporting them.
Funds providing scholarships, exhibitions, or prizes for universities or educational institutions.
Funds established to relieve public distress.
Charitable institutions, trusts, or bodies established solely for charitable purposes.
Organizations promoting culture, arts, or sports, not primarily for profit.
Meeting Statutory Requirements
After obtaining IPC status, all IPCs must follow these rules:
Provide Tax Deduction Receipts to donors for tax-deductible donations.
Keep records of donations.
Publish financial and non-financial information online.
Submit audited financial statements annually.
File an annual return of donations.
Present an annual report showing how donation money was used and future plans.
Have a board of independent trustees for administration, ensuring independent oversight.
Tax Deductible Donations
Only donations to charities approved as Institutions of a Public Character (IPC) are tax deductible. This means donors can claim a tax deduction for their donations to these organizations. Not all registered charities have IPC status, so donations to charities without IPC status are not tax deductible.
The following types of donations usually qualify for a tax deduction:
Cash donations
Donations of shares
Donations of computers
Donations of artifacts
Donations under the Public Art Tax Incentive Scheme
Donations of land and buildings
Donations for "foreign charitable purposes" are not tax deductible, even if made to an approved IPC.
Professional Help
Seeking professional assistance is advisable if you're interested in starting a non-profit organization in Singapore. A professional services firm can help you with the registration process and ongoing compliance requirements.
Clooud Consulting specializes in setting up non-profit organizations and foundations with various philanthropic objectives. Whether it's humanitarian work, conservation efforts, supporting underprivileged families, or addressing environmental issues, we have the expertise to assist you. Contact us for a quote.
