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Set up Limited Liability Company in Singapore

Updated on Wednesday 30th November 2016

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Foreign investors have several choices when it comes to company incorporation in Singapore. The most preferred type of company in the limited liability company(LLC)Singapore limited liability companies are also referred to as company limited by shares in which the responsibilities of the shareholders are limited to the amount they invested in the company. According to the Singapore Company Actlimited liability companies are legal entities separated from their members, the personal assets of the shareholders being protected from any business liability. 

What are the requirements for opening a limited liability company in Singapore?

The Company Act establishes the minimum share capital for registering a limited liability company in Singapore is 1 SGD. The shareholders can decide the amount they need in order to successfully start their business. The Singapore limited liability company must have at least one shareholder and maximum number of 50 and their shares cannot be traded on the Stock Exchange. The name of the private limited liability company must end in “Private Limited” or “Pte Ltd”. The Commercial Code provides for both natural persons and corporate entities to register limited liability companies in Singapore. The limited liability company is the perfect choice for foreign companies opening subsidiaries in SingaporeLimited liability companies must have at least one director and a company secretary who must be a Singapore resident.

Our specialists in company formation in Singapore will provide you with more information about the advantages of limited liability companies.

Company formation procedure for a LLC in Singapore

The first step towards limited liability company registration in Singapore is to choose and reserve a name for the company. The business name reservation application is submitted with the Singapore Accounting and Corporate Authority. The second step is to have the company’s Memorandum and Articles of Association drafted. The registration of a limited liability company in Singapore requires the appointment of local agents who will handle the incorporation procedure. After the company is incorporated it must also register for taxation purposes.

Our consultants in company registration in Singapore can draft the Memorandum and Articles of Association for you company and can also handle the incorporation procedure.

Why register a limited liability company in Singapore?

The limited liability company is the preferred choice of a business form for both local and foreign investors in Singapore. This is because of the fact that the shareholders will have limited accountability for the obligations and the debts of the company. Their responsibility will be limited to the amount they invested. Also, the company formation requirements are minimum when it comes to the shareholding and management structure of the business, as seen above.

However, foreign enterprisers are required to hire a local consultancy firm or appoint a local agent resident of Singapore to carry out the registration procedure. Other than that, there are no special requirements or business licenses when opening a limited liability company in Singapore.

Taxation of limited liability companies in Singapore

From a taxation point of view, Singapore has one of the lowest corporate taxes in Asia: 17%. However, startups registered as limited liability companies may also benefit from full tax exemption during their first year of activity. Apart from this, the Government also enables various incentive schemes under which investors can apply for tax exemptions or deductions.

Foreign companies can also register subsidiaries under the form of limited liability companies and thus benefit from Singapore’s double taxation agreements.

From an accounting point of view, the Singapore limited liability company is required to prepare its annual balance sheets which must be audited and filed with ACRA. The advantage is that there are many professional accounting firms offering tailored accounting services to foreign owners of limited liability companies.

 You can also contact us for any other information related to opening a limited liability company in Singapore.  
 

Furthermore, businessmen interested in setting up this type of company in a European country, for example in Estonia, can find out more details on how to open a company in Estonia from our local partners. If you are interested in setting up a company in Austria, we can also help you with information from our affiliate partners.

 

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As a DM Advisory client, you will benefit from the joint expertise of local lawyers and consultants for opening an offshore company in Singapore. 

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Francesco Dagnino, Partner of
Lexia Avvocati
www.LawyersItaly.eu

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