FAQ

Pre Incorporation

Setting up a company in Singapore is a straightforward and relatively inexpensive process. The incorporation packages cost between SGD 650 and SGD 1,500 not including registration fee of SGD300.00 and out of pocket expenses and filing fee) depending on the precise scope of services needed. For more information, please refer to the Company formation section for the pricing or speak to our Japanese Guest Relationship (JGR).

Asia is a diverse region and Singapore is at the top in both IMD’s World Competitiveness 2020 and World Economic Forum (WEF)’s Global Competitiveness Ranking in 2019.

  • International Connectivity – Singapore is located in the heart of Southeast Asia and provides excellent global connectivity to serve the fast-growing economies of the Asia-Pacific region and beyond. There are over 20 free trade agreements (FTAs) in Singapore that provide access to the markets of partner countries. Singapore is also establishing ties with emerging economies, including the Middle East, Africa, and South America, including bilateral trading partnerships and cooperation deals on financial technology.
  • Innovation success – In the Global Innovation Index (2019), Singapore ranked first in Asia as one of the most creative in terms of innovation input-output, considering factors such as the market climate and government efficiency.
  • Skilled workforce – Singapore offers a highly skilled and cosmopolitan labour force. English is widely spoken as a business language; therefore, communication is not a problem in Singapore.
  • Supportive Government Policy – Business in Singapore will have the benefit from over 20 Free Trade Agreements (FTAs) allowing access to the partner countries’ markets.

Example:
– No withholding tax on exempt dividends paid by Singapore Companies
– No restrictions when it comes to repatriation of profits, capitals, dividends & royalties to the origin country.
– Company also leverages Double Taxation as Singapore has the Avoidance of Double Taxation Agreements (DTAs) with over 80 countries.

Singapore is a country with one of the lowest tax rates in the world. There are various tax incentives available to taxpayers who are participating in specified activities or industries that are helpful to the economic growth of Singapore. 

  • Partial Tax Exemption scheme for Newly Set up companies

The effective tax rate for the first SGD200,000 of chargeable income is 8.28%

The scheme is available to all start-up companies in Singapore if the Company meets three conditions to qualify for the tax exemption.
  – The company must be a Singapore registered company.
  – The company must be a tax resident for that assessment year in Singapore.
  – The number of shareholders of the company must not exceed 20 in that assessment year.

  • Tax Incentives
    Tax incentives are generally applicable to investors who establish a tax resident company in Singapore. The policy is set to encourage foreign companies wishing to engage in continuing operations in Singapore to incorporate local subsidiary companies.

Generally, there are two major types of tax incentives either in the form of tax exemptions on profit or in the form of Tax rebate on tax liability.

  • Training Grant for Company (TGC)
    The Training Grant for Company (TGC) encourages the growth of manpower capabilities in applying new technologies, industrial skills, and professional know-how through the support of training programs for companies’ employees.

Intellectual Property (IP) Development Incentive (IDI)
The IP Development Incentive (IDI) aims to encourage the commercialization of intellectual property rights arising from research and development (R&D) activities.

  • Does Investor need to appoint a minimum of one resident director for your Singapore entity?
    Yes, One Singapore Citizen or Permanent Residence of Singapore or Employment Pass holder)
  • Does Investor need to provide a local, physical Singapore address as the registered address of the company?
    Yes.
  • Does Investor need to obtain the relevant business licence?
    Depending on the type of trade.
  • Is your business permissible by Singapore Authorities for 100% foreign owned?
    Yes.
  • What is the minimum paid up capital required for your business nature (if any)?
    Minimum paid up capital is SGD 1.00
  • As a company shareholder, can I apply for an Employment Pass for an expatriate visa/ pass in Singapore?
    Please refer to the Ministry of Manpower website for eligibility.

At this moment, unfortunately we do not provide any market research services for businesses.

Singapore remains one of the safest cities in the world. According to the Economist Intelligence Unit 2019 Safe Cities Index, Singapore topped the list as the world’s safest city in the categories of Personal and Infrastructure security.

With Singapore’s infrastructure, education levels, economic development, and relative stability, Singapore has undoubtedly been one of the first world countries. Therefore, the living standard in Singapore has a good quality of life, safety, and diversity of cultures.

Singapore welcomes investors to set up Companies in various industries. Top industries set up in Singapore are retail shops, manufacturing, services such as transportations, insurance and tourism.

The official languages in Singapore are English, Mandarin Chinese, Malay and Tamil. English is widely spoken in Singapore.

Despite the current economic downturn due to Covid-19 pandemic, Singapore’s economic growth will rebound in 2021. The country has injected an aggregated S$100 billion stimulus into the economy, its highest in history. The Ministry of Trade and Industry (MTI) expected that Singapore’s GDP growth is expected to come at +4.0 to +6.0 percent in 2021. 

Company Formation

Once the required documents are submitted to OCS, the company registration process can be started. Time for registering a company in Singapore may be within a day. However, it will take another time (estimated 2-3 weeks) if the application requires to be referred to another Government agency for approval.

Yes. You may incorporate private limited Company in Singapore from your home. All the signing of documents will be done online. However, keep in mind that you are required to have at least one (1) local to act as your resident director. It is a requirement under the Singapore’s Companies Act, Cap 50 to have a local resident director. OCS offers nominee director service for investors who do not have any local resident director. Thus, it will make it easier for you to set up your private limited company.

Yes, our Japanese Guest Relation (JGR) will update you from time to time on the status of the application.

There are generally no restrictions on foreign investments. However, certain industries such as broadcasting and domestic news media have limitations on the shareholding limits of foreigners. The Government has gradually reduced on the restrictions over foreign investment by promoting a consultative approach where each application is determined on a case-by-case basis (assessed on its merits).

There are two types of Private Limited Company in Singapore.

A. Private Company Limited by Shares
     -Has a maximum of 50 shareholders

B. Exempt Private Company
   -Has a maximum of 20 Shareholders
   -No corporation is a shareholder

Advantages:

  • Limited liability feature – shareholders not personally liable for debts and losses of the Company. Shareholders’ liability is limited to the number of shares subscribed.
  • Shares are transferable – transfer is easy through sale of shares
  • Separate legal entity – A company does not cease to exist if one or more of its shareholders die.
  • Easier Access to funding – it added business credibility and good image. Thus, increase the potential of loans from financial institutions.
  • Tax advantage – profits tax at corporate tax rate i.e. lower bracket

Disadvantages:

  • Compliance Requirement – governed by rules and regulations stipulated in Companies Act. Violation of the rules will result in penalties.
  • Yearly Statutory Submission to ACRA – Annual returns and financial statements are required to be filed, thus the Company must have at least one director and one company secretary.
  • Greater disclosure and administration requirements, thus operating cost are generally higher.
  • Singapore Private Limited Company must have at least ONE resident director who must be a Singapore citizen or Singapore permanent resident or a person who holds an Employment Pass/EntrePass or a Dependants’ Pass with a residential address in Singapore.
  • A minimum of ONE and a maximum of 50 shareholders as per Company Act.
  • The company requires to appoint a company secretary within six months of incorporation.
  • The minimum paid-up capital for registration of a Singapore company is S$1 or its equivalent in any currencies.
  • Registered office address.

If the Company has more than 20 and less than 50 shareholders, it is called a private company. 

For a Company with 20 shareholders or less and no corporate holding any beneficial interest in the company’s shares, it is known as Exempt Private Company. The incorporation procedure is same for the above type of company

  1. Three (3) Proposed Company Name
    – supporting documents (if any) for special cases. Please refer to Company Formation section
  2. Business nature/ activities
    – maximum 3
  3. Director’s Information
    – Name, ID No, Residential Address, Email address, contact no. and copy of identification
  4. Shareholder (members) Individual type – particular information
    – Name, ID No, Residential Address, Email address, contact no., and copy of identification
    – no of share, value of shares 
  5. Shareholders (members) of corporate type
    – name, registration no, no of share and value of shares
    • Particular of appointed representative (individual) and copy of identification
    • Copy of certificate of incorporation of body corporate
    • Consent letter/ resolution on the appointment of the representative (need to be in English)

It is required for investors to fill in the company incorporation form in Romanised language. As for supporting documents, only supporting documents for Proposed Name (if any) or resolution on the appointment of the representative (if any) need to be translated in English language.
Other supporting documents provided do not require translation in English. However, in some cases, for the purpose of the Know Your Client process, our local Japan representative might request for further documentation if necessary.

  • All Companies must be registered with the Accounting and Corporate Regulatory Authority of Singapore (ACRA).
  • ACRA is a statutory body which regulates companies and business in Singapore.
  1. Contact our Japanese Guest Relation team at HIS Co Ltd. 
  2. We will define your business nature and activities to match your objective in Singapore.
  3. Decide your shareholding structure with minimum one Shareholder 
  4. Decide the key positions of Directors with minimum one Director
  5. Fill in our Incorporation Form and provide the required documents
  6. Sign our Client Service Agreement and make payment

Post Company Formation

The company should convene a first Directors’ meeting to dealt with the following matters of the company: –
– Adopt Memorandum and Article of Association and Incorporation of Company
– Adoption of Common Seal
– Issuance of Share certificate for subscribers shares
– Appointment of Company Secretary
– Appointment of Auditor (if applicable)
– Determination of accounting date and other matters.

  1. Appointment of Company Secretary

The Companies Act Cap.50, a Secretary or Secretaries qualified under Section 171 (1AA) of the Act, has to be appointed one resident Company Secretary within 06 months from the date of incorporation, who will be responsible for maintaining the statutory records, preparation of minutes of meetings and filing of various returns with Accounting and Corporate Regulatory Authority (ACRA).

  • The sole director of a company and the company secretary can’t be the same person.
  1. Appointment of Auditor

The Board must appoint an auditor within 03 months of incorporation, unless it is exempted from audit requirements under the relevant sections of the Companies Act.
The appointment of auditor should be filed with ACRA within 14 days from the date of appointment.

  1. Determination of Financial Year and 1st Annual General Meeting

    Other matters:
  2. Opening of Bank Account
  3. Register of Goods and Service Tax (“GST”)
  4. Registration of Central Provident Fund (“CPF”)

Apply for Business License (if applicable, e.g.: STB licence)

In Singapore, different bank has different requirements and documentation required. You are advised to speak to the respective bank for opening a local bank account. 

Yes, you are allowed to open a Japanese bank account in Singapore. In Singapore, we have Sumitomo Mitsui Banking Corporation, Mizuho Bank and MUFG, Development Bank of Japan. OCS provides additional services in assistance of opening bank accounts from Japan with Japanese banks.

The next step after registering with above bodies, the Company may proceed with a business license application. It is essential for every business to have a valid license to start a business in Singapore.

Please refer to our customer booklet on further details regarding the above.

Yes, there is Membership with Singapore Business Federation (SBF)

Under the SBF Act, all Singapore-registered companies with share capital of S$0.5 million and above are members of SBF. Companies registered with ACRA with paid-up capital that meets the threshold of $0.5 million will receive a notification letter from SBF on their membership.
Below is the information for membership fees.

Company’s paid up share capital Annual fees *

S$10 m & above S$ 856.00

S$ 5 m to less than S$ 10 m S$ 642.00

S$ 1 m to less than S$ 5 m S$ 428.00

S$ 0.5 m to less than S$ 1m S$ 321.00

Generally, Companies who want to apply for foreign expatriate visa need to go through with the Ministry of Manpower (“MOM”), The Company must be registered under the Companies. For more information, please refer to our customer booklet.

Yes, Singapore introduced Good & Service Tax (“GST”) in 1994. The rate is 7% for Standard rated supplies.For more information, please refer to our customer booklet. 

Tax on corporate income is imposed at a flat rate of 17%. A partial tax exemption and a three-year start-up tax exemption for qualifying start-up companies are available. For more information, please refer to our customer booklet.

Yes, OCS provides one stop solution for tax consultation, audit and legal services.

Yes, our Japanese Relationship Manager in Japan and in Malaysia is able to assist you with your needs and inquiry.