subject: How to Setup a Singapore Subsidiary Company [print this page] Singapore extended a worldwide business effort by allowing foreign companies to setup and establish business operations in Singapore. Singapore has been very accommodating that it even allowed 100% foreign ownership and outlined favorable tax laws. For these reasons, a Singapore subsidiary company is given much preference by small and medium foreign companies.
A Subsidiary Company in Singapore is treated as a resident company for tax purposes. It is incorporated locally as a private limited company where majority of shares are held by a corporation. One attracting benefit which showcased Singapore subsidiary company is the local tax exemption providing zero tax for the first S$100,000 of its chargeable income.
An overview of Singapore subsidiary company's features is necessary before proceeding to the actual setup. This includes local incorporation and a separate legal identity, foreign company's liability is limited to the value of the shares it has subscribed to in the subsidiary, foreign company may own 100% of the subsidiary and a subsidiary company, with at least one individual shareholder with minimum 10% shareholding, are entitled to local tax and development incentives.
The list below for the mandatory registration requirements begins our setup for Singapore subsidiary company. The following are mandatory requirements in a subsidiary company setup in Singapore:
At least one director and Shareholder.
A minimum paid up capital of at least S$1
At least one director who is ordinarily resident in Singapore i.e. a Singaporean Citizen, a Singaporean Permanent Resident, a person who has been issued an Employment Pass/Approval-In-Principle letter/Dependant Pass.
A limited liability company must have a registered office in Singapore
Must Appoint an ordinarily resident person as company secretary within 6 months of incorporation
Directors or foreign staff of the subsidiary relocating to Singapore must obtain employment pass
Subsidiary's name must be approved by ACRA, the name be different from that of the foreign company
The compliance of the mandatory requirements should be legally assisted by a registered professional firm engaged in providing corporate services. Here are some of the processes involved in incorporation which are normally accomplished by professional firms:
Name check and reservation
Preparation of memorandum & articles of the company and other incorporation documents
Preparation of registration forms
Professional & Government filing fees
E-Certificate of incorporation
Preparation of corporate compliance kit, including corporate seal, share certificates, register and minutes book
Minutes of first board meeting
Company profile extract from the Registrar of Companies (ROC)
Resolution preparation and assistance to open corporate bank account
