FAQs on Doing Business in SINGAPORE...

FAQs on Setting Up a New Company

  1. What is a sole-proprietorship & a partnership?

A sole-proprietorship is a business firm owned by one person or one locally incorporated company. The sole-proprietor has absolute say in the running of the business firm. A partnership is made up of more than one person or company but not more than 20 partners. Generally, all partners have equal rights in the partnership.

  1. What is a Company?

A company is a business entity registered under the Companies Act, Chapter

  1. It has a legal personality i.e. it has rights to own properties, can sue or be sued.

  1. Can a foreigner register a business firm in Singapore?

Yes, a foreigner needs to apply for an Approval-In-Principle Employment Pass (AIP EP) and he/she must also have a Singapore residential address.

  1. If I convert my sole-proprietorship to private limited company, when should the date of termination be?

The termination date of your sole-proprietorship is within 3 months from the date of incorporation.

  1. What is the difference between business and limited company?

As business, all your personal assets are at risk in the event of a failure. Unlike business, limited company is a legally separate entity in its own right. The directors and shareholders have limited liability. As long as the business is operated legally and within the terms of the Companies Act, their personal assets are not in risk in the event of a winding up or receivership if all shares have been issued and paid up.

  1. How many directors and shareholders must a company have for incorporation?

A company must have at least 2 directors and 2 shareholders, one of whom must be either a Singapore Citizen, a Singapore Permanent Resident, a Singapore Employment Pass Holder, an Approval-In-Principle Employment Pass Holder or a Dependant Pass Holder and must be above the age of 21.

  1. What is the minimum Authorised Share Capital for a Private Limited?

Any amount. With effect from 15 Jan 2002, the registration fees for a company are at a flat fee of $300 irrespective of the amount of authorised share capital.

  1. What is the difference between Authorised Share Capital and Paid Up Capital?

Paid Up Capital is the amount invested by the shareholders into the Company. This total amount has to be equal to or less than the Authorised Share Capital.

  1. What is Company Secretary and the duties?

Every company must have at least one secretary. They are one of the officers of the Company. Every company must have at least one secretary appointed within 6 months from the date of incorporation.

The duties of the company secretary may be divided generally into three main areas:

maintaining statutory registers;

completing and filing statutory forms and

meetings and resolutions.

  1. What is an exempt private company (EPC)?

It is a private company:

which has not more than 20 shareholders and none of them is a corporation; or

that is wholly owned by the Government, which the Minister, in the national interest, declares by the notification in the Gazette to be an exempt private company.

Such a company can choose to file a Certificate of an Exempt Private Company instead of its accounts at the time of filing its annual return.

  1. Is an EPC required to do a compulsory audit by an external auditor?

The law does not require small exempt private companies to have their accounts audited by an external auditor if their financial year begins on or after 15th May 2003. A small EPC is an EPC who has an annual turnover of $2.5 million or less. An EPC does not need to file its annual financial statements as long as it is solvent. The directors and the company secretaries, without the auditors, can declare in the EPC Certificate that it is solvent. If the EPC is not solvent, the EPC has to file its annual returns and a set of audited financial statements.

  1. What is a foreign company?

A foreign company is one of that is incorporated outside Singapore. It has to register a branch in Singapore before it can commerce business here.

  1. How many agents required and who can be an agent of a foreign company?

Every foreign company must have at least 2 local agents acting on its behalf in Singapore. They must be Singapore Citizens, Singapore Permanent Residents or Singapore Employment Pass Holders.

  1. When must a company hold its Annual General Meeting and file its Annual Return?

The first AGM of a company must be held within 18 months of its incorporation. After that, an AGM must be held once in every calendar year and not more than 15 months after the last AGM.

  1. Can we conduct our businesses in HDB flats?

With effect from 10 Jun 2003, homeowners are allowed to conduct small-scale businesses in their HDB flats under the new Home Office (HO) Scheme. However, eligible HDB flat lessees and private property owners must seek prior written approval from HDB and URA respectively to use their homes for home office use.

  1. Will my company be required to charge Goods and Services Tax? If your annual turnover is expected to exceed S million, you may be liable to be registered for GST.

We PROVIDE FREE Incorporation services for new Pte Ltd Companies and Conversion from Sole Proprietorship or Partnership to Pte Ltd Companies.

1) Incorporate a New Pte Ltd Company*

FOR NEW COMPANIES Or

2) Convert Business To Pte Ltd Company*

FOR SOLE ProprietorS & PartnershipS

OUR FEES : FREE !

Our FREE Package:

One Pte Ltd Co Name Application and Incorporation

RCB filing for Shareholders & Directors Company Seal & Share Certificates

M&A & Statutory Registers

Termination of Business (For Conversion)

Consultation on Company Matters

*Terms & Conditions applied -

- One Year Company Secretarial Service to be paid in advance

- All the above quoted fees do not include RCB filing fees and disbursements incurred.

Other Professional Services:

Business Registration Bookkeeping

Office Administration Email Hosting

Contact us at:

Chartered Alliance Pte Ltd

192 Waterloo Street, #05-01

Skyline Building, Singapore 187966

Tel: 65 6336 4756 (3 Lines) Email: snipped-for-privacy@chartered-alliance.com

Website:

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