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Singapore Company Incorporation FAQs

Frequently Asked Questions about Singapore Company Formation


  • 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?

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

    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.

Subsidiary Company

What is the difference between a Singapore Company and a Singapore Subsidiary Company?

The key difference is the shareholding of the company. A Singapore Subsidiary is a private limited company with corporate shareholders. A subsidiary company is required to file audited accounts and may enjoy some tax incentives.

What is the difference between a Singapore Subsidiary Company and a Branch Office?

A subsidiary company is usually the preferred for the following reasons:

  • A branch is an extension of its head office and is not a separate entity.
  • A branch is required to appoint at least 2 agents who are  resident in Singapore.
  • A branch is treated as a non-resident entity and therefore not eligible for tax exemptions or incentives that a subsidiary company (which is considered a resident entity) may be entitled to.
  • A branch is required to file its head office accounts as well as its audited accounts.

Can a subsidiary company also have individual shareholders in addition to the corporate shareholder?

Yes, it is possible to have both corporate and individual shareholders.

How many directors does a subsidiary company require?

The company must have at least one director who must be ordinary resident in Singapore.

As a foreign company looking to register a subsidiary company in Singapore, what are our options if we do not have a local director?

There are several options you may consider:

  • If you plan to relocate one of your senior employees to Singapore, you can apply for an employment pass for this individual who can act as the local director once the EP is approved.
  • Alternatively, you can use our nominee director services.
  • You could appoint a local person you know or a local employee who is willing to act as the local director.

Does the Singapore subsidiary need to appoint any other officers?

Yes, the subsidiary will need to appoint a company secretary.

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 timeline for incorporation of a subsidiary company?

Once all the requisite documentation are received in order, it normally takes 2 working days to incorporate the subsidiary.

What documents are required to incorporate the subsidiary company?

Typically the following documentation will be required:

  • Details of the proposed subsidiary name, share capital, shareholder(s), director(s) etc.
  • Copy of Singapore ID (where applicable) and passport of each director and individual shareholder
  • Certificate of incorporation of the parent company and company profile reflecting registered address and directors of the parent company.

* Any documents that are not in English must be officially translated into English.