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Singapore Company Incorporation FAQs

Frequently Asked Questions about Singapore Company Formation

TOP FAQs

  • Can a shareholder also be a director?

    Yes, there are no restrictions prohibiting an individual assuming both roles.

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

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

    Directors

    Manage and oversee the company’s operations, and deal with everyday responsibilities.

  • 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.

  • What are the Different Kinds of Companies?
    • Private/public company limited by shares
    • Public Company Limited by Guarantee
  • What are private companies?

    A private company is a company that can have a maximum number of 50 shareholders. Its constitution restricts the right of its members to transfer their shares in the company.

     

    A private company limited by shares can be classified as an small company.

    The key characteristics of an small company are:

    • No more than 20 shareholders.
    • All shareholders are individuals.
    • Small companes with an annual revenue of less than S$10 Million are exempt from audit requirements and are not required to file financial statements with the ACRA.
    • It is exempt from prohibitions against loans to its directors or to companies related to its directors.

Types of Entities

What are Public Companies Limited by Guarantee?


Not-for-profit, religious and charitable organisations usually set up public companies limited by guarantee. There is no share capital. When the company is wound up, each member pays the amount that they have guaranteed, which can be as little S$1.

What are public companies?


A public company is a company that can offer shares, debentures and other interests to the public.

A public company can have an unlimited number of shareholders.

A public company can be unlisted or listed on a stock exchange.

The compliance requirements for public companies are much higher than that of private companies.

Private companies with more than 50 shareholders must be converted to public companies limited by shares.

What are private companies?


A private company is a company that can have a maximum number of 50 shareholders. Its constitution restricts the right of its members to transfer their shares in the company.

 

A private company limited by shares can be classified as an small company.

The key characteristics of an small company are:

  • No more than 20 shareholders.
  • All shareholders are individuals.
  • Small companes with an annual revenue of less than S$10 Million are exempt from audit requirements and are not required to file financial statements with the ACRA.
  • It is exempt 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”.

What are the Different Kinds of Companies?


  • Private/public company limited by shares
  • Public Company Limited by Guarantee

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