The Accounting and Corporate Regulatory Authority (ACRA) is Singapore’s national regulator of business registration, financial reporting, public accountants, and corporate service providers, ensuring that all businesses in the country comply with regulatory requirements.
Registering a company in Singapore is a straightforward process, clearly defined by ACRA. It provides an efficient system along with specific guidelines, quite easing an entrepreneur’s journey.
This guide focuses on the process of registering a company with ACRA, from start to finish, for professionals looking to start their businesses in Singapore
Prerequisites For Company Registration
Before proceeding with the registration process, one must ensure that all the prerequisites required for the registration are met to avoid unnecessary delays and last-time resorts.
The basic requirements are as follows:
1. Legal Age:
The applicant and all the persons preparing to hold any position in the Company must be at least 18 years of age.
2. Directors:
The Company shall appoint at least one local Director who is a Singaporean citizen, permanent resident, or holder of an Employment Pass having a registered address in Singapore.
3. Shareholders:
The Company shall have a minimum of 1 and a maximum of 50 shareholders who can be individuals or corporate entities.
4. Paid-up share capital:
It shall be at least S$ 1 or its equivalent in any other internationally accepted currency. The Company’s bank account must reflect this.
5. Company Secretary:
Every Company must appoint a Company Secretary within six months of incorporation. The secretary must be a resident of Singapore and be a qualified professional.
6. Registered Office:
A physical Registered Office which can be either owned or rented.
7. Secondary Directorship:
A Letter of Consent is obtained from the Ministry of Manpower (MOM), Singapore, if an Employment Pass (EP) holder from another related Company takes up a secondary Directorship in your Company. Refer to MOM’s official website to learn whether your company is eligible for the same.
8. Endorsement:
All the position holders must endorse the application before payment is made.
Prerequisite Documents For Company Registration
Ensure that all the documents required to be submitted to ACRA for registration have been prepared. You will be required to submit documents like:
- Memorandum (MOA) and Articles of Association (AOA), generally known as the constitution documents of the Company, where MOA outlines the Company’s name, objectives, and liability, and the Articles detail the Company’s internal rules and regulations;
- Shareholders Agreement (SHA) that defines the rights and obligations of Shareholders;
- Identification documents for all Directors, Shareholders, and the Company Secretary;
- Consent forms signed by the Directors and the Company Secretary.
Reserve the Company Name
The first step in the actual registration process is reserving your Company’s name with ACRA. However, before proceeding with the reservation, you must ensure that your name meets ACRA’s naming guidelines, which require the name to be unique, not resembling any existing name in the ACRA’s database, not being offensive or inappropriate, etc.
ACRA allows you to check whether the required name is available for registration at its official website. You can also read our ultimate guide to finding a perfect Company name in Singapore to avoid chances of rejection.
Apply for a reservation online through ACRA’s BizFile+ portal, which usually takes 15 minutes if the name is available. However, names requiring the registrar’s review may take 3 to 30 working days to process. Applications directed to referral authorities may take up to 15 to 60 working days.
During the process, ensure that you choose the most relevant Singapore Standard Industrial Classification (SSIC) code corresponding to your intended business activity to classify your business in the most appropriate industry correctly.
ACRA charges a non-refundable fee of $15 for reserving the name for 120 days, giving you time to complete the company registration process. If you do not complete the registration process within that time frame, you will need to reserve the name again.
Registration Of The Singapore Company: Step-By-Step Process
With your name approved and documents ready, you can proceed to register your Company online via ACRA’s BizFile+ portal.
Here are the main steps involved in the online registration:
1. Login to BizFile+:
If you don’t already have an account, you must create one using your SingPass (for Singaporean citizens and PRs) or other approved login methods.
You can either apply for the name reservation and incorporation in a single application or complete them in two steps. If you choose the latter, save the transaction number of your approved name application to proceed with the “Incorporation of Local Company” transaction.
2. Fill in the Application:
You will be required to fill in company details, such as:
- Company name
- Business activities (SSIC code)
- Personal information of directors and shareholders
- Registered office address
- Company secretary details
- Share capital details
3. Review and Confirm:
After completing the application, review all the details to ensure accuracy. Any errors or omissions could lead to delays or rejection of your application.
4. Submit the Application:
Submit after confirming that the details entered are correct.
5. Pay the Registration Fee:
ACRA charges a registration fee for the incorporation of a company of SGD 300 that can be paid online through the portal using credit/debit cards or other accepted methods.
6. Wait for ACRA’s Approval:
ACRA processes and approves most of the applications within 15-20 minutes after receiving the registration fee; however, it may take up to 15-60 days for applications requiring further checks. Further clarification may also be requested, which can also be a reason for the delay.
Upon approval, ACRA grants a Certificate of Incorporation and your Company’s Unique Entity Number (UEN). The UEN is your Company’s official identifier and will be used in all future transactions with ACRA and other government agencies.
Post-Incorporation Tasks in Singapore
After your Company is successfully registered with ACRA, there are several post-incorporation tasks to complete, such as:
1. Endorsement:
After incorporation, Bizfile will email the appointed officers (e.g., directors, shareholders, and company secretary) to request their endorsement, which will be done within 60 days of the email date. Otherwise, your application will lapse.
2. Open a Corporate Bank Account:
Open a corporate bank account in the Company’s name. Many banks in Singapore offer services for companies to open accounts.
3. Comply with Other Regulatory Requirements:
Apply for additional licenses or permits from other government agencies as per your business activities; for example, businesses in the food and beverage sector will require a permit from the Singapore Food Agency.
4. File Annual Returns:
All companies must file annual returns with ACRA, hold an Annual General Meeting (AGM), and submit their Company’s tax returns to the Inland Revenue Authority of Singapore (IRAS).
5. Maintain Statutory Records:
Ensure that proper books of accounts, minutes of meetings, and other records required by law are duly maintained.
Can Foreigners Register A Local Company In Singapore?
Foreigners can register a Company with ACRA provided they fulfill the eligibility criteria for being a local company in Singapore. ACRA allows foreigners to hold 100% ownership in a company.
ACRA requires foreigners to engage a registered filing agent (e.g. law firm, accounting firm or corporate secretarial firm) to submit an online application to set up either a subsidiary or a branch of a foreign company on their behalf. However, it allows EnterPass holders to submit the application independently via its BizFile+ Portal.
Log on to ACRA’s guide for Foreigners operating a business in Singapore to know what all you need to operate a business in Singapore. Additionally our guide “What Is A Singapore Subsidiary Company And When Do You Need One?” will tell you how a foreigner can incorporate a local company in Singapore.
Conclusion
ACRA has a system that facilitates an entrepreneur at every point of a regulatory process. However, those new to Singapore’s business and regulatory framework might find it challenging to do so independently. Also, by hiring a corporate solution service provider, one can get free from the hassle of preparing for and applying for various registrations and devote their utmost time and attention to the core business activities.
Intelligently choose 3E Accounting Services, which specializes in handling corporate solution services and currently has a network presence in over 113 countries. We also assist overseas expansion in Asia, North and South America, Europe, Oceania, and Africa and provide solutions from immigration, incorporation, accounting, taxation, etc., to business setup, IT and design, software sale and development and more.
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Frequently Asked Questions
You need constitutional documents of the Company, i.e., Memorandum (MOA) and Articles of Association (AOA), Shareholders Agreement (SHA), identification documents for all Directors, Shareholders, and the Company Secretary, Consent forms signed by Directors and the Company Secretary, etc.
ACRA processes and approves most of the applications within 15-20 minutes after receiving the registration fee, however, it may take up to 15-60 days for applications requiring further checks.
Yes, foreigners can register a Company with ACRA provided they fulfill the eligibility criteria for being a local company in Singapore. ACRA allows foreigners to hold 100% ownership in a company.
It requires foreigners to engage a registered filing agent (e.g. law firm, accounting firm or corporate secretarial firm) to submit an online application to set up either a subsidiary or a branch of a foreign company on their behalf. However, it allows EnterPass holders to submit the application independently via its BizFile+ Portal.
ACRA charges a non-refundable fee of $15 for reservation of name and $300 for incorporation of a local company.
Yes, appointing a company secretary within 6 months of incorporation is mandatory.