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Setting up a new business in Singapore

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sduthie13
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Setting up a new business in Singapore

Postby sduthie13 » Mon, 30 Jun 2014 3:21 pm

I am considering setting up a subsidiary business in Singapore (i am a singapore resident) and would welcome any words of wisdom, advice and experiences please!

Also Can anyone recommend a good company that can arrange the incorporation for me?
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Re: Setting up a new business in Singapore

Postby taxico » Mon, 30 Jun 2014 6:16 pm

sduthie13 wrote:I am considering setting up a subsidiary business in Singapore (i am a singapore resident) and would welcome any words of wisdom, advice and experiences please!

Also Can anyone recommend a good company that can arrange the incorporation for me?


if you're a resident, it is entirely cheaper to incorporate it yourself first before handing it off to an accountant... it is not difficult nor very time consuming.
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Postby Strong Eagle » Mon, 30 Jun 2014 9:57 pm

By resident, do you mean citizen, PR, or on an work or employment pass?

By business do you mean a sole proprietorship, company, or LLP?

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Postby sduthie13 » Tue, 01 Jul 2014 8:59 am

Apologies i should have been clearer, i am currently resident in Singapore on my husbands employment pass.

The business has a foreign head office and i believe the best type of company incorporation for this is a 'Subsidiary Company' office in Singapore that is basically treated as a separate entity or Limited Company??
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Postby sduthie13 » Tue, 01 Jul 2014 9:01 am

Taxico, is it still easy to incorporate the company myself?
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Postby taxico » Tue, 01 Jul 2014 9:28 am

choose a name, pay a name fee, wait for name approval (if necessary).

once name has been approved (if necessary - this takes maybe 2-3 days), you can incorporate immediately.

can all be done online. easy as.

www.acra.gov.sg
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Postby Strong Eagle » Tue, 01 Jul 2014 10:07 am

sduthie13 wrote:Apologies i should have been clearer, i am currently resident in Singapore on my husbands employment pass.

The business has a foreign head office and i believe the best type of company incorporation for this is a 'Subsidiary Company' office in Singapore that is basically treated as a separate entity or Limited Company??


If I get you correctly, you are on a dependents pass, seeking to start a company of some sort which would be the Singapore branch of a foreign company. Is that correct?

You basically have two choices. You can form a representative office. This entity cannot engage in any profit making business activities and is designed to allow companies to research the market, etc. You do not register through ACRA. If you want more details, I'll dig up a previous post.

If your intent is to register a private limited whose stock is owned by the foreign company then I am afraid taxico is incorrect... you need the services of a good CPA. You, as a resident, can act as the managing director and can be the person setting up the company, but because there is foreign stock ownership of a Singapore private limited, you must provide additional documentation such as the original articles of incorporation of the foreign company, directors resolutions establishing the Singapore entity, and more. That is why you will find you cannot start this kind of company up online at ACRA.

If you are going to hold the stock, then it's not a foreign subsidiary, and all the other rules about a DP starting a company apply.

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Postby taxico » Wed, 02 Jul 2014 4:34 pm

my bad, then. thanks for correcting the post!
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Postby Strong Eagle » Thu, 03 Jul 2014 6:42 am

taxico wrote:my bad, then. thanks for correcting the post!


No worries - you can't actually find the information on the ACRA website... that's why they tell you to hire a lawyer or CPA. Also, you can actually incorporate online if you have a Singpass... it just doesn't go anywhere until they receive all required documentation.

From the Company Act:

Documents, etc., to be lodged by foreign companies having place of business in Singapore
368.—(1) Every foreign company shall, before it establishes a place of business or commences to carry on business in Singapore, lodge with the Registrar for registration —
(a)
a certified copy of the certificate of its incorporation or registration in its place of incorporation or origin or a document of similar effect;
(b)
a certified copy of its charter, statute or memorandum and articles or other instrument constituting or defining its constitution;
(c)
a list of its directors containing similar particulars with respect to its directors as are by this Act required to be contained in the register of the directors, managers and secretaries of a company incorporated under this Act;
(d)
where the list includes directors resident in Singapore who are members of the local board of directors, a memorandum duly executed by or on behalf of the foreign company stating the powers of the local directors;
(e)
a memorandum of appointment or power of attorney under the seal of the foreign company or executed on its behalf in such manner as to be binding on the company and, in either case, verified in the prescribed manner, stating the names and addresses of 2 or more natural persons resident in Singapore authorised to accept on its behalf service of process and any notices required to be served on the company; and
(f)
notice of the situation of its registered office in Singapore and, unless the office is open and accessible to the public during ordinary business hours on each business day, the days and hours during which it is open and accessible to the public,


Also, the act requires that there be TWO normally resident directors for a foreign company, so the OP would need to scare up a second person.


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