How to Incorporate a Singapore Company: A Guide to Budding Entrepreneurs

How to Incorporate a Singapore Company: A Guide to Budding Entrepreneurs

Incorporation is a process of forming a new corporation which is a business formation that stands on its own as a legal entity separate from its shareholders and directors. With this arrangement, it can purchase properties, file a lawsuit, and be sued under its name.

One of the most notable advantages of a Singapore company is the limited liability enjoyed by shareholders and directors which protects their personal assets (e.g., realty properties, cars, jewelries, savings, etc.) from all the financial liabilities, losses, and debts related to their company.

This is a step-by-step instruction on how to incorporate a Singapore company:

Submit a proposed name that will be used in the business to the Registrar of Companies (ROC). It is important that the company name does not infringe the trademark of other businesses, not being used by another company, and not suggesting indecency and vulgarity.

Meanwhile, the Prime Minister has banned companies from using certain words and phrases.

Open a bank account for the company. New companies, regardless if these are local or international, are required to have an account with a Singaporean bank even before these can start the business operation.

Submit the company's Memorandum and Articles of Association to ROC. These are documents explaining the intent to incorporate and the corporate bylaws which should include the following: distribution and handling of shares, the names of board of directors and company officials, and other policies governing the internal management of a company.

Meet the provisions stated by the Singapore Companies Act regarding the appointment of at least one resident director, one shareholder, and one qualified secretary and the registration of an office address.

-- a resident director may be a permanent resident, Singaporean citizen, or foreigner who holds Employment Pass, EntrePass, or Dependant Pass with a residential address in Singapore.

-- a company is allowed to have a minimum of one up to a maximum of 50 shareholders who may be an individual, corporate entity, local businessman, or foreigner.

Submit the business start-up documents to ROC. This should be performed before a company conducts its operation. Aside from these documents, a business should also submit the following: a certificate of identity of shareholders and officers, notice of the location of the registered address, return of the allotment of shares, and signed and notarized consent to act as a director, profiles of all the directors, key executives, secretaries, and auditors.

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