Archives: Business Types

Business Type news and reviews

Public Listed

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Public Listed

PUBLIC LISTING

Public Listed Companies in Singapore

Private companies in Singapore have the option to transform their business into a publicly traded company through a process known as Initial Public Offering (IPO). This milestone transformation that some private companies in Singapore choose to undergo can be propelled by many reasons such as raising capital, enhancing the status and financial standing of the company, and increasing the public awareness and interest in the company, its products and services.

Companies that are ready to go public have progressed beyond their initial development startup phase to a certain magnitude. These companies have become profitable and are on route for further significant growth.

How can you ensure a successful listing process?

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Evaluation at the planning phase

  • Financial performance, track record of growth and long-term business plan
  • Market conditions and options available
  • Requirements for corporate reorganisation
  • Availability of the appropriate resources and quality
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Preparation phase

  • Assemble the appropriate management and finance team
  • Construct financial and operational infrastructure
  • Establish corporate governance structure
  • Prepare an investor relations and public relations strategies
  • Appoint professionals and advisers
  • Correct the financial statements and address the accounting and tax issues
  • Plan the IPO timetable
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Execution stage

  • Draft the prospectus
  • Complete the corporate reorganisation
  • Prepare financial information
  • Recruit non-executive board members and audit committee members
  • Firm up on pricing and valuations
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Realisation stage

  • Submit and lodge prospectus with the authorities and regulators
  • Answer queries and concerns of the authorities and regulators
  • Conduct the IPO road shows
  • Launch the IPO
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Private Limited

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Private Limited

Private Limited

Incorporating a Private Limited Company in Singapore

Private Limited Company (‘Pte Ltd’) is the most common type of company, which is limited by shares. The company may be registered with one shareholder. The shareholder can be either an individual or a corporation and there is no requirement for the shareholder to be a Singapore resident. The shareholder is liable to the amount, if any, unpaid on the shares issued to them. There is no minimum requirement for capital.

Facts to note about a Private Limited Company.

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Definition: A business form which is a legal entity separate and distinct from its shareholders and directors

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Owned by:

  • Exempt Private Company –20 members or less and no corporation holds beneficial interest in the company’s shares
  • Private Company – 50 members or less
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Legal Status:

  • A separate legal entity from its members and directors
  • Members have limited liability
  • Can sue or be sued in company’s name
  • Can own property in company’s name
  • Members not personally liable for debts and losses of company
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Registration Requirements:

  • At least one shareholder
  • At least one director ordinarily resident in Singapore, at least 18 years old
  • If a foreigner wishes to act as a local director of the company, he can apply for an EntrePass from the Ministry of Manpower
  • Undischarged bankrupts cannot be a director and cannot manage a company without approval from the Court or the Official Assignee.
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Formalities and Expenses:

  • More costly to set up and maintain
  • More formalities and procedures to comply with
  • Must appoint a company secretary within six months of incorporation
  • Must appoint an auditor within three months after incorporation unless the company is exempt from audit requirements
  • Annual Returns must be filed. Statutory requirements for general meetings, directors, company secretary, share allotments, etc. must be complied with.
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Taxes:

  • Profits taxed at corporate tax rates
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Continuity in Law:

  • A company has perpetual succession until wound up or struck off
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Closing the Business:

  • Winding Up – Voluntarily by members or creditors, compulsorily by the High Court
  • Striking off
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Startup

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Startup

STARTUP

Incorporating Your Startup in Singapore

A startup is a term commonly used to define a young company in its developing phase. Such companies are usually small and initially financed and operated by a single or handful of founders. A startup would offer products or services that are not currently being offered elsewhere within the market or that the founder(s) believes could be offered much better.

How do you incorporate your startup in Singapore?

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First have your company’s business name approved.

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Decide on which type of company to incorporate. It can either be private or public. Most startup would fall within the category of private (Private company <50 shareholders).

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Should your company have 20 or less shareholders who are not corporations, you may choose to set up an Exempt Private Company (Certain Exempt Private Companies need not lodge their financial accounts with ACRA).

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Acquire headcount to fill certain positions (One director >18 years old.)

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Most commonly the director would be a Singapore resident but there are other times, an E-pass holder could also become a director, subjected to the Ministry of Manpower’s Laws.

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<6 months of incorporation, the company is required to appoint a company secretory who is residing in Singapore, not the sole director of the company and meets the minimum qualification according to ACRA.

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Appoint an auditor <3 months of incorporation unless your company meets the requirements for exemption from statutory audit.

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If you are a foreigner in Singapore, you are required to appoint a local director and also engage the services of a registered filing agent to submit the online application on your behalf.

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All companies in Singapore are required to submit their Company Constitution to ACRA which lists:

  • Key characteristics of the company
  • Rules and regulations of how it is to be internally governed
  • How operations are carried out
  • Stipulates rights and obligations of its participants including shareholders, directors, and company secretaries.
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Once your company has all of the information ready, log on to Bizfile to submit an application to incorporate the company.

  • The fees involved in incorporating a company are:
    • Registration Fee: SGD$300
    • Business Name Application: SGD$15
    • All shareholders, directors, and company secretaries cited in your application must endorse their application online within 120 days of your application.
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MNC

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MNC

MNC

MNCs In Sinagpore

Singapore is strategically located with a thriving economy fuelled by a stable political environment, skilled workforce and world-class infrastructure. The sunny island nation with its exceeding qualities continues to establish itself as one of the best places to establish a base within the Asia-pacific region. For multinational corporations (MNCs) looking to establish a base within the Asia-Pacific region, Singapore offers a multitude of salient reasons that are designed to help your corporation achieve success.

Why Should MNCs set up in Singapore?

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INCENTIVES FOR HEADQUARTERS

Singapore Economic Development Board offers Regional Headquarters and International Headquarters incentives.

  • RHQ Incentives
    • Concessionary Singapore tax rate of 15% for up to five years for qualifying income arising from activities and operations carried out within the country
    • RHQ using Singapore as an international intellectual property holding location may claim writing-down allowance (WDA) for the cost of acquisition of IP.
  • IHQ Incentives
    • Concessionary Singapore tax rate of 0% to 10% for up to five years for qualifying income arising from activities and operations carried out within the country.
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ATTRACTIVE TAX SYSTEM

  • Progressive tax system
  • Corporate and personal tax rates start at 0% and do not exceed 20%
  • Businesses that opt for Singapore company formation are entitled to a 400% tax deduction or option for a 60% cash payout each year
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NETWORK OF TRADE AGREEMENTS

  • Over 20 FTAs with 27 economies
  • Avoidance of double taxation agreements (71 DTAs)
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GLOBAL TRADER PROGRAMME

  • Opportunity for high-growth medium-sized international trading companies
  • Five year renewable GTP scheme after the initial three year pear period
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FOREIGN TAX CREDIT POOLING

  • Pooling of FTC on foreign income received
  • Flexibility for resident taxpayers in FTC claims, thereby reducing their Singapore tax payable on the remitted foreign income.
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Victor Lai

Regional Managing Director, Boardroom Corporate & Advisory Services