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Singapore

Introduction

Singapore is officially the Republic of Singapore, a sovereign city-state and island country in Southeast Asia. Singapore's territory consists of one main island along with 62 other islets.

Singapore is known a global city in Southeast Asia and the world's only island city-state. Lying one degree north of the equator, at the southernmost tip of continental Asia and peninsular Malaysia. It is one of the most economically and socially developed countries in the world, and has been independent since 1965.

The total area is 719.9 km2.

Population:

5,607,300 (estimate 2016, World Bank).

According to the country's most recent census in 2010, reports that about 74.1% of residents are of Chinese descent, 13.4% are of Malay descent, 9.2% are of Indian descent, and 3.3% are of other (including Eurasian) descent.

Language:

Singapore has four official languages: English (80% literacy), Mandarin Chinese (65% literacy), Malay (17% literacy), and Tamil (4% literacy).

Political Structure

Singapore’s political system has been remarkably stable since independence. It is regarded as an authoritarian democracy, and the city-state practices economic liberalism.

Singapore is a parliamentary republic with a Westminster system of unicameral parliamentary government representing constituencies. The country's constitution establishes a representative democracy as the political system. Executive power rests with the Cabinet of Singapore, led by the Prime Minister and, to a much lesser extent, the President.

The legal system of Singapore is based on English common law, but with substantial local differences. Singapore's judicial system is considered one of the most reliable in Asia.

Economy

Currency:

The currency of Singapore is the Singapore dollar (SGD or S$), issued by the Monetary Authority of Singapore (MAS).

Exchange Control:

Singapore has no significant restrictions on remittances, foreign exchange transactions and capital movements. It also does not restrict reinvestment or repatriation of earnings and capital.

Financial services industry:

The Singaporean economy is known as one of the freest, most innovative, most competitive, most dynamic and most business-friendly.

Singapore is a global commerce, finance and transport hub. Its standings include: the most "technology-ready" nation (WEF), top International-meetings city (UIA), city with "best investment potential" (BERI), third-most competitive country, third-largest foreign exchange market, third-largest financial centre, third-largest oil refining and trading centre and the second-busiest container port.

The 2015 Index of Economic Freedom ranks Singapore as the second freest economy in the world and the Ease of Doing Business Index has also ranked Singapore as the easiest place to do business for the past decade. It is ranked fourth on the Tax Justice Network's 2015 Financial Secrecy Index of the world's offshore financial service providers, banking one-eighth of the world's offshore capital.

Singapore is considered a global financial hub with Singapore banks offering world-class corporate bank account facilities. These include multiple currencies, internet banking, telephone banking, checking accounts, savings accounts, debit and credit cards, fixed term deposits, and wealth management services.

Corporate Law/Act

Type of Company/Corporation:

We provide Singapore Incorporation Services with the type Exempt Private Limited Company (Pte Ltd).

The Accounting and Corporate Regulatory Authority (ACRA) is the national regulator of business entities and corporate service providers in Singapore.

Companies are incorporated in Singapore must comply legislation Singapore Companies Act 1963 and the legal system of Common Law.

Business Restriction:

There are generally no restrictions on Singapore Private Limited Companies except for financial services, education, media related activities, or other politically sensitive businesses.

Company Name Restriction:

Company Name Before a company can be incorporated in Singapore, its name must first be approved and reserved with, the Registry of Companies & Businesses, the name is reserved for two months, during which the incorporation documents are required to be submitted.

A Singapore Private Limited Company’s name must end with Private Limited or have the words 'Pte. Ltd.' or 'Ltd.' as part of its name.

Other restrictions are placed on names that resemble names of existing companies or which are undesirable or politically sensitive. Additionally, “bank”, “financial institution”, “insurance”, “fund management”, “university”, “Chamber of Commerce”, and other similar names would require a consent or license.

Company Information privacy:

Accessibility of records must comply the names of directors and shareholders appear in the Public Registry. One of the directors must be resident in Singapore.

Incorporation Procedure

Just 4 simple steps are given to Incorporate a Company in Singapore:
  • Step 1: Select basic Resident/Founder nationality information and other additional services which you want (if any).
  • Step 2: Register or login and fill in the company names and director/ shareholder(s) and fill in billing address and special request (if any).
  • Step 3: Choose your payment method (We accept payment by Credit/Debit Card, PayPal or Wire Transfer).
  • Step 4: You will receive soft copies of necessary documents including: Certificate of Incorporation, Business Registration, Memorandum and Articles of Association, etc. Then, your new company in Singapore is ready to do business. You can bring the documents in company kit to open corporate bank account or we can help you with our long experience of Banking support service.
* These documents required to incorporate company in Singapore:
  • Passport of each shareholder/beneficial owner and director;
  • Proof of residential address of each director and shareholder (Must be in English or certified translation version);
  • The proposed company names;
  • The issued share capital and par value of shares.

Compliance

Share Capital:

Minimum paid-up share capital for registration of a Singapore company is only S$1 and the share capital can be increased any time after incorporation.

The share capital is permitted by any currency. The concept of authorized capital and par value of each share have been abolished.

Director:

A company can have one director who must be resident in Singapore - a Singapore Citizen, a Singapore Permanent Resident, a person who has been issued an Employment Pass.

Corporate directors are not permitted.

A foreigner who wishes to act as a local director of a company can apply for an Employment

Pass from the Employment Pass Department of the Ministry of Manpower.

A minimum of one resident director (defined as a Singapore citizen, a permanent resident, or a person who has been issued an employment pass).

Shareholder:

Only one shareholder of any nationality is required for your Singapore Pte company. A director and shareholder can be the same person 100% foreign shareholding is allowed.

Beneficial Owner:

The Financial Action Task Force (FATF) for Anti-Money Laundering and Counter-Terrorist Financing Mutual Evaluation Report on Singapore, released in September 2016, highlighted that Singapore needs to enhance the transparency of beneficial ownership of legal persons.

Taxation:

Singapore has also been identified as a tax haven.

The creation of an offshore company in Singapore offers several tax advantages.

Regarding profits earned in the territory, for instance, in the first three years of the company, profits of up to SGD 100,000 are exempt from taxes. On profits between SGD 100,001 and SGD 300,000, the company will have to pay 8.5% tax, and on profits above SGD 300,000, 17% tax.

To benefit from this exemption, the company must satisfy the following criteria:

  • Be incorporated in Singapore.
  • Be tax resident in Singapore.
  • Not have more than 20 shareholders, at least one of which holds a minimum of 10% of the shares.

Regarding profits earned overseas, on the other hand, companies are completely exempt from all taxes on all profits, as well as profits from financial securities. Additionally, Singapore has opted for a single level tax policy; that is, if the company was taxed on the profits, dividends may be distributed to the shareholders, which will be free of taxes.

Finance statement:

Singapore Public and Private companies which are limited and unlimited by shares must file must submit annual financial statements to the Singapore Accounting and Corporate Regulatory Authority. Solvent exempt private companies (EPCs) are exempted from filing financial statements, but are encouraged to file financial statements with the Singapore Accounting and Corporate Regulatory Authority.

Local Agent:

As per section 171 of the Singapore Companies Act, every company must appoint a qualified company secretary within 6 months of its incorporation and the secretary must be resident in Singapore. In the case of a sole director/shareholder, the same person cannot act as the company secretary.

Double Taxation Agreements:

Singapore’s status as a preferred holding company jurisdiction is primarily attributable to the city-state’s favorable tax regime and close connection to emerging Asian markets. With more than 70 avoidance of double taxation agreements (DTAs), low effective corporate and personal tax rates, and no capital gains tax, controlled foreign corporation (CFC) rules, or thin capitalization regime, Singapore has one of the most competitive tax systems worldwide.

License

License Fee & Levy:

Setting up a Company in Singapore have to pay the Government Fees and initial Government licence fee payable on incorporation.

Payment, Company return date Date:

Annual return: Singapore companies are required to submit to the Registrar an Annual Return accompanied by the appropriate registration fee upon each anniversary of the company’s registration. A Singapore company registration need not renewed yearly as per the business entity rather is required to submit Singapore Company Annual Return on a yearly basis.

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