Registration of Singapore Private Limited Company
• Application & reservation of Company name
• Inclusive of Accounting & Corporate Regulatory Authority (ACRA) fee
• Provision of Common Seal, Company Stamp and Share Certificates
• 2 copies of M&A & copies of the Incorporation Documents
Registered Office Service
• Provision of commercial address for company registration
First Year Company Secretarial Service
• Appointment as the Company Secretary
• Individual Shareholder/ Director
• Corporate Shareholder
Annual Maintenance fee:
· Appointment of Annual Company Secretary
· Appointment of Resident Director
· Preparation of Annual General Meeting
Requirements of setting up Singapore company:
· Director – at least 1 local director is required
· Shareholder – at least 1 (No limitation on nationality)
· Company Secretary – at least 1 local company secretary
· Registered Office – Need to be Singapore address
After the effective of law on 1 July 2015, most of the small companies are not required to prepare their audited financial statements
Annual General Meeting Requirement:
At the AGM, a set of statutory accounts must be prepared. The audited / unaudited accounts (i.e. Directors' Reports, Profit and Loss Statements, Balance Sheet, Cash Flow Statements and Notes to the Financial Statements.) shall be prepared within six months before the date of the meeting.
The Company has to prepare an Annual Return with information relating to share capital, directors and members. The Annual Return must be prepared within 14 days prior to the date of lodgment. The Annual Return must be lodged with the Accounting & Corporate Regulatory Authority (“ACRA”) within one month from the date of AGM.
Under the Companies Act, the penalties for default in complying with the Companies Act shall be liable on conviction to a fine not exceeding $10,000.00 or to imprisonment for a term not exceeding two years
The following companies are exempted from audit:
· Exempt Private Company (“EPC”) with revenue less than S$5 million for a financial year starting before 1 July 2015; or
· EPC with revenue less than S$2.5 million for a financial year starting on or after 15 May 2003 but before 1 Jul 2015; or
· Small Company or Small Group that meet at least 2 of 3 of the following criteria for immediate past two financial years year starting on or after 1 July 2015;
o total annual revenue less than $10m
o total assets less than $10m
o number of employees less than 50
· Any dormant companies, including an EPC, for the financial year starting on or after 15 May 2003
Extensible Business Reporting Language (XBRL)
Under the revised XBRL filing requirements effective in March 2014, Singapore incorporated companies which are either unlimited or limited by shares are required to file their financial statements with ACRA will be required to file a full set of financial statements in XBRL format, according to a minimum requirement list within the new ACRA Taxonomy 2013.Filing of Option B (Partial XBRL), a filing option under the current XBRL filing system, will no longer be available.
The following types of companies are exempted from filing their full set of financial statements in XBRL format, and will file their financial statements in PDF with Financial Statements Highlights in XBRL format instead:
· Companies which are (1) Commercial Banks; (2) Merchant Banks; (3) Registered Insurers; and (4) Finance Companies, that are regulated by the Monetary Authority of Singapore; and
· Companies allowed by law to prepare accounts in accordance with accounting standards other than SFRS, SFRS for Small Entities and IFRS (International Financial Reporting Standards).
Insolvent EPCs will have the following options to file their financial statements with ACRA:
· A full set of financial statements in XBRL format; or
· A full set of financial statements in PDF with Financial Statements Highlights in XBRL format.
The information on the prepartion of accounts provide the necessary information to Comptroller of Income Tax to review the Company tax computations and tax liabilities. For tax purposes, the Company must submit Estimated Chargeable Income (“ECI”) within 3 months from its financial year end. The Companies are required to submit Form C/ C-S, tax computation, tax schedules and tax return during the year after Annual Return to ACRA.
We would like to assist you in complying with the above requirements and would appreciate if you would notify us as soon as the accounts are ready, to enable us to prepare the relevant documentation for convening the AGM of the Company.