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Singapore Company Incorporation FAQs

Frequently Asked Questions about Singapore Company Formation

TOP FAQs

  • What are Private Companies?

    Maximum number of shareholders is limited to 50 and the memorandum and articles of association restricts the right of its members to transfer their shares in the company.

     

    A private company limited by shares can be classified as a exempt private company.

    The key characteristics of an exempt private company is:

    • No more than 20 shareholders; and
    • All the shareholders are individuals.
    • Exempt private companies with an annual revenue of less than S$5 Million are exempted from audit requirements and are not required to file financial statements with the ACRA.

    It is also exempted from prohibitions against loans to its directors or to companies related to its directors.

  • What is a company?

    A company is a business entity registered under the Companies Act, Chapter 50. Most companies in Singapore are private companies limited by shares and are recognized by the suffix “Pte Ltd”.

  • Does a Singapore subsidiary require a registered address in Singapore?

    Yes, all Singapore companies and subsidiaries need to have a registered address in Singapore.

  • What is the difference between a director and a shareholder?

    Shareholders
    own the company and are entitled to the profits of the company.

    Directors
    managing and overseeing the company operations, dealing with the everyday responsibilities.

  • Who is ordinarily resident in Singapore?

    A Singapore citizen, Singapore Permanent Resident or EP holder who is residing in Singapore.


Resident Nominee Director

Is a resident director required for incorporation in Singapore?


Yes, each company must appoint at least one director who is ordinarily resident in Singapore.

Can another company be appointed as a director?


No. A director must be a natural person.

What are they typical terms for providing a nominee director service?


The responsibilities of a company director are rather onerous and therefore we usually require that certain conditions are met before we offer this service, such as:

  • Credibility of company beneficiaries
  • Sign a nominee director indemnity letter
  • Provide a refundable security deposit

Who is ordinarily resident in Singapore?


A Singapore citizen, Singapore Permanent Resident or EP holder who is residing in Singapore.

Is a resident director required for incorporation in Singapore?


Yes, each company must appoint at least one director who is ordinarily resident in Singapore.

Can another company be appointed as a director?


No. A director must be a natural person.

If I am not living in Singapore, can I appoint a nominee director to be the ordinarily resident director?


Yes, you can appoint a nominee to fulfil the resident director requirement.

What are they typical terms for providing a nominee director service?


The responsibilities of a company director are rather onerous and therefore we usually require that certain conditions are met before we offer this service, such as:

  • Credibility of company beneficiaries
  • Sign a nominee director indemnity letter
  • Provide a refundable security deposit

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