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Common Types of Companies in Singapore
“Ideas are worthless. Intentions have no power. Plans are nothing…unless they are followed with action. Do it now!” – Michael E Angier
Singapore is very pro-business in both its tax regime and its variety of business organization types that may be registered in Singapore. The most common, are:
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Sole proprietorships/Partnerships (under the Business Registration Act) |
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Private Limited companies (under the Companies Act) |
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Exempt Private Limited companies (under the Companies Act) |
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Gazetted Private Limited companies (under the Companies Act) |
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Public Companies |
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Foreign Companies (Singapore Branches) |
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Limited Liability Partnerships (under the LLP Act) |
Sole Proprietorships
Any individual who is a Singapore Resident may start his own business by registering with the Registrar under the Business Registration Act. Before a business can be registered, the applicant (proprietor/partner) must apply to the Registry to ensure that the proposed name is available.
Sole proprietorships and partnerships are not corporate bodies. There is no requirement for filing annual accounts in respect of sole proprietorships and partnerships but they must renew their registrations annually.
Companies (under Companies Act Amendment 2003)
One or more persons (at least one Director must be a Singaporean, Singaporean Resident or Employment Pass Holder) may incorporate a company by registering under the Companies Act. A company may be limited by shares, limited by guarantee or unlimited.
In Singapore, the main types of companies are:
| Private Limited Companies – Companies limited by shares pursuant to, and governed by the Singapore Companies Act. The share holders cannot be held personally liable for the debts of Limited Companies, with their liability limited to the amount of shares that have been issued to them which they have not fully paid for. The number of shareholders is limited to fifty or less. |
| Exempt/Deemed Exempt Private Limited Companies – This type of company has less than 20 members, none of them being corporate entities. The status is not specially conferred, it is simply a status by operation of law. |
| Gazetted Exempt Private Companies – Government-owned companies which have been declared Exempt Private Company by the Minister Gazette. |
| Public Companies – the number of shareholders can be more than fifty members and the company may raise capital by offering shares and debentures to the public. A public company must register a prospectus with ACRA before making any public offer of shares and debentures. |
| Foreign Companies – companies incorporated outside Singapore who wish to set up a branch in Singapore, registered as foreign
company under the Companies Act |
Limited Liability Partnerships (LLPs)
LLPs give owners the flexibility of operating as a partnership whilst giving them limited liability. It combines the benefits of a partnership with those of private limited companies. However this comes with safeguards in law to minimize abuse and provide protection to parties who deal with the LLP. The LLP is a body corporate and has legal personality separate from its partners. The LLP has perpetual succession. Any change in the partners of a LLP does not affect its existence, rights or liabilities. |
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