<p>This article will be your guide - detailed and comprehensive for the incorporation and maintenance of a private limited company in Singapore. Let's start with the forms of business organization in Singapore.</p><p></p><p><em>There are two main forms of business organization in <em>Singapore</em>:</em></p><ol><li>Public Company;</li><li>Private Company.</li></ol><p></p><p></p><p><em>The main types of companies in Singapore are the following:</em></p><ol><li>Private Limited Company – no more than 50 shareholders - individuals or legal entities.</li><li>Exempt Private Company – no more than 20 shareholders - individuals.</li><li>Public company limited by shares – open joint-stock company (maximum number of shareholders is not limited).</li><li>Public company limited by guarantee – open company limited by guarantee. Such a company doesn't have an authorized capital. To repay the obligations of the company, its participants undertake to pay the agreed amount in the event of the dissolution of the company. Such companies are created to conduct non-commercial activities. It can be public organizations, charitable institutions, etc.</li></ol><p> </p><p><span style="text-decoration: underline;"><em><strong>OVERVIEW for a Private Limited Company in Singapore</strong></em></span></p><p>  Private Limited Company – the most popular form of business organization in Singapore. Unlike such forms of business organization as private entrepreneurship and partnership, this company has a separate legal status from its shareholders and directors, whose liability for the company's obligations is limited by the amount of contribution to the authorized capital of the company.</p><p>  At the end of a private limited company name, you will always find an indication that this company is private, and that the liability of participants is limited. For this purpose, the phrases "Private Limited" (in English) or "Sendirian Berhad" (in Malay) are used. Abbreviations are also used ("Pte. Ltd." or "Sdn. Bhd.").</p><p>  The table below shows the features and advantages of the Singapore Private Limited Company.</p><table border="1" cellspacing="0" cellpadding="0"><tbody><tr><td width="149" valign="top"><p><em>Features</em></p></td><td width="474" valign="top"><p>- a legal entity is separated and different from its shareholders and directors;</p><p>- partners have limited responsibility;</p><p>- can file a claim in court and act as a defendant in its own name;</p><p>- can own real estate;</p><p>- a minimum of 1 and a maximum of 50 shareholders;</p><p>- only the established company can enjoy exemption from taxes.</p></td></tr><tr><td width="149" valign="top"><p><em>Advantages</em></p></td><td width="474" valign="top"><p>- shareholders are responsible for the obligations of a Private limited company solely within the limits of their contribution to the Company's share capital; other personal assets of shareholders do not participate in economic disputes of the Private limited company;</p><p>- property is transferable - any shareholder can realize the shares belonging to him;</p><p>- the law provides for the possibility of increasing the authorized capital and attracting additional financing to the company through contributions of new participants to the authorized capital of the Singapore Private Limited Company.</p><p>- shareholders are not personally liable for the debts and losses of the company;</p><p>- new shareholders can enter into a share at any stage of the company's activities;</p><p>- can receive loans from banks and other financial institutions;</p><p>- profits are taxed corporate tax;</p><p>- the company does not terminate its activities in the event of the death of one or more shareholders;</p><p>- there are no restrictions on the term of the company;</p><p>- the Singapore Companies Act provides clear and clear rules for the creation and operation of Private Limited Companies in Singapore.</p></td></tr><tr><td width="149" valign="top"><p><i>Other benefits (some consider their shortcomings)</i></p></td><td width="474" valign="top"><p>- not cheap cost of incorporation;</p><p>- annual returns and Directors' report is mandatory;</p><p>- the company must have a minimum of 1 director and a minimum of 1 secretary, usually residing in Singapore;</p><p>- Directors are required to disclose information on their participation - the proportion of ownership of shares;</p><p>- administrative costs are not expensive, operational costs for the maintenance of the company too;</p><p>- in the event of termination of activities, voluntary liquidation of the company is required;</p><p>- should cooperate with ACRA / IRAS.</p></td></tr><tr><td width="149" valign="top"><p><em>Requirements</em></p></td><td width="474" valign="top"><p>- at least 1 shareholder (natural or legal person);</p><p>- at least 1 director (only individuals over 18 years of age);</p><p>- minimum 1 director - resident of Singapore;</p><p>- at least 1 company secretary;</p><p>- the minimum initial paid share capital is $ 1;</p><p>- the address of the registered office in Singapore.</p></td></tr></tbody></table><p>  For applicants who claim to receive EntrePass, it is required to pay a minimum of $ 50 000 share capital.</p><p> </p><p><span style="text-decoration: underline;"><em><strong>Taxation of Singapore Private Limited Company</strong></em></span></p><p>  In the first three years of activity, the first 100,000 Singapore dollars of profits are exempt from taxation, and half of the subsequent 200,000 dollars of profits are exempt from taxation.</p><p>  For companies over three years, 75% of the first 10,000 dollars of taxable profit and 50% of the subsequent 290,000 dollars of the taxable profit of the Singapore company are exempted. That is, with the first 300 000 Singapore dollars, the company pays only $ 25075 of profit tax.</p><p> </p><p><span style="text-decoration: underline;"><em><strong>Incorporation of Singapore private limited company</strong></em></span></p><p><i>  What you need to know before incorporation</i></p><p>  The name of the Singapore Private Limited Company: the name must be approved by the ACRA before the incorporation of the Singapore company. ACRA will reject the proposed company name under the following conditions:</p><p>-  name is identical to another existing company name;</p><p>-  name is undesirable;</p><p>- contains words forbidden to use (today it is the word "Temasek" - the name of the ancient state on the territory of modern Singapore).</p><p> </p><p>  Shareholders of the Singapore Private Limited Company: at least one shareholder is required - a legal entity or an individual. The director and the shareholder may be one person or different persons. The Singapore Companies Act allows a minimum of 1 and a maximum of 50 shareholders. These shareholders are publicly available.</p><p> </p><p> Resident Directors of the Singapore Private Limited Company: A Singapore Private Limited Company must have a minimum of one director, "resident in Singapore" (local director, resident director). A Singapore resident, "PR" ("permanent resident") or a person residing in Singapore on the grounds of Employment Pass / EntrePass or Dependant Pass can act as a resident director.</p><p> </p><p>  There are no restrictions on the number of additional local and foreign directors for the Singapore Private Limited Company. Requirements for the director: the age of at least 18 years, not bankrupt, without a criminal past in the past. Information about the directors is publicly available. Directors may be shareholders, and vice versa.</p><p> </p><p>  Secretary of a Private Limited Company: the secretary must be an individual, "usually resident in Singapore." The Singapore Companies Act requires companies to appoint a secretary within six months from the date of registration of the company.</p><p> </p><p>  Share capital / Paid-up capital of the Singapore Private Limited Company: The minimum paid-up capital for the Singapore company registration is S $ 1 or its equivalent in any currencies. Shares of Singaporean companies do not have a nominal value.</p><p>  Shares to bearer ("Bearer") are not allowed. Share capital or paid-up capital may be increased at any time after the incorporation of the company is completed.</p><p>  Registration address of the Singapore Limited Company: any company registered in Singapore must have a registered address. It must be a real address, not a PO Box.</p><p> </p><p><span style="text-decoration: underline;"><em><strong>Opening of a corporate bank account</strong></em></span></p><p>  Once the company is incorporated, it can open a corporate bank account with a Singapore bank or a foreign bank. To open an account with a Singapore bank, a foreign director of a Singapore company must personally visit the bank's office in Singapore.</p><p> </p><p><span style="text-decoration: underline;"><em><strong>Post-corporation of a Singapore private limited company</strong></em></span></p><p>  Licenses and permits of the Singapore Limited Company: some businesses are licensed government agencies in Singapore. Once your company is registered, it will not be able to begin operations until it receives the necessary authorization or license from the responsible government body. International trade and / or provision of licensing services don"t require.</p><p>  Opening hours for registered Singapore Private Limited Company: your company must have a registered office, and the office must be open for visits for at least 3 hours a day during working hours during the daytime on working days.</p><p>  The registration number of the Singapore Private Limited Company: Unique Entity Number is issued by ACRA and must be present on all outgoing documentation, invoices and other documents used for business communications.</p><p>  Singapore Goods and Services Tax: Goods and Services Tax (GST) is a tax on the consumption of goods and services in Singapore and the import to Singapore. Goods exported from Singapore and an international service that is carried out from Singapore are exempt from GST. The GST rate is 7%.</p><p>  All Singapore companies must register for GST if the proceeds from the sale of goods and services levied by GST exceed 1 million Singapore dollars per year. The registration of the tax payer in Singapore must be completed within 30 days from the moment the threshold is reached.</p><p>  You can also register for GST voluntarily. Approval for voluntary registration at the discretion of the Dispatcher in the IRAS. Once the approval is received, you must be registered as a payer of this tax for at least two more years.</p><p>  Singapore Private Limited Company registration for the payment of contributions to the Central Provident Fund (CPF): this is a mandatory pension fund scheme in which the employer and employee contribute a monthly salary to the fund. The employer must pay contributions for all local workers - Singaporean citizens or temporary residents earning more than S $ 50 per month.</p><p>  The maximum CPF contribution for the employer and the employee is 14.5% and 20%, respectively, and may be lower depending on certain factors, such as employee age, permanent resident status, etc. Contributions to the CPF are paid by citizens of Singapore and persons with the status of "usually resident in Singapore" ("permanent resident"). Foreign employees do not pay contributions to the CPF.</p><p>Recently, more and more businessmen from the CIS countries - Russia, Ukraine, Kazakhstan, are striving to work with private limited companies registered in Singapore. Singapore companies are ideal for those who want to put our ears to the ground of their foreign business. For a number of options, Singapore companies send Hong Kong straight to the knockout.</p>