Setting Up a Company in Singapore by a Foreigner: A Step-by-Step Guide

Singapore is one of the most business-friendly countries in the world and has consistently ranked highly in the World Bank’s Ease of Doing Business reports. It is relatively easy for foreign entrepreneurs to register a business in Singapore. Incorporation can be done remotely with digital KYC and e-signatures. However, some banks may require video call or in-person verification for account opening. If you're a foreigner looking to set up a Singapore company, here’s a practical guide on the steps involved in Singapore company registration.

Rule of Law - Singapore upholds a transparent legal system rooted in English common law, ensuring consistent and fair enforcement of contracts and property rights. Clear legislation and an independent judiciary provide strong protection for investors and fostering business confidence.

Neutrality - Singapore maintains neutral diplomatic and economic relationships with major global powers. This neutrality makes it a trusted base for multinational operations and cross-border transactions, particularly for investors looking to hedge geopolitical risks.

Credibility - Ranked among the world’s most trusted financial and business hubs, Singapore enjoys strong international credibility in governance, regulation and corporate conduct. This reputation makes it easier to attract partners, raise capital and build global trust.

Stability-With political, economic, and regulatory stability, Singapore provides a predictable environment ideal for long-term planning and investment. A low corruption landscape and a pro-business government further strengthen its reputation as a safe and reliable place to operate in.Talent

Singapore has a highly educated, multilingual workforce, and an open immigration policy that allows companies to access global and regional talent. This makes it ideal for building high-performance teams in finance, technology, and management.

Can Foreigners Start a Company in Singapore?

Foreigners establishing a corporation in Singapore must engage a professional firm as its registered filing agent (like a corporate secretarial or accounting firm) to handle your company incorporation in Singapore, which includes registered office, named secretary, nominee resident director, and corporate secretarial services. Note that filing agent in Singapore are regulated and do appoint one that is licensed and qualified to handle the registration process on your behalf.

Foreigners typically register a:

· a Subsidiary (if under a foreign parent) where a Private Limited Company (Pte. Ltd.) which is the preferred vehicle for company incorporation in Singapore for most foreign investors; or

· a Branch Office (if operating as extension of foreign entity)

Starting a business in Singapore involves several key steps, particularly for foreign entrepreneurs. This page outlines essential information on business registration, covering who must register, requirements for foreigners, local residency rules and the application process.

Step-by-Step Process of Setting up a Company in Singapore for Foreigner

REQUIRED DOCUMENTS & INFORMATION

Performing Know Your Customer (KYC) checks before incorporating a company in Singapore is legally required and serves multiple vital functions, both from a regulatory and risk management perspective.

● A clear, valid copy of the foreign applicant’s passport (photo page) for all foreign directors and shareholders is required. This copy must be certified as a true copy (we can assist to certify them)

● Recent utility bill, bank statement, or government-issued document (dated within 3 months) as proof of address for all foreign directors and shareholders

Contact details (mobile number and email address) of shareholders (including percentage of shareholding) and directors We shall address the following topics in this article below:

● Company name (for name reservation)

● Description of the company’s proposed business activities (see list of SSIC below)

● Appointment details of a local resident director (which we can provide)

● Appointment details of a qualified company secretary (which we can provide)

● Registered office address in Singapore

●The Company’s Constitution (formerly known as the Memorandum and Articles of Association (Companies may adopt the standard constitution provided by the registry or submit a customized constitution)

Please contact us if your shareholder of the Singapore Company is a corporate entity, we will be glad to provide you with the checklist for this purpose.

COMPANY NAME RESERVATION

Firstly, you start this process by choosing a company name which has to be unique. The first step in registering a local company is to choose a company name and submit a name application. You should also avoid selecting names that are undesirable (e.g., vulgar, obscene, or offensive), similar to those of government bodies, or protected by law.

For instance, names containing “Temasek” are not available for registration. For example, AKITP Pte. Ltd. or AKITP Private Limited. The government fee for the name application is S$15 (approx. USD12).

After your name application is approved, the company name will be secured for 120 days from the date of application. If you do not proceed to register the business or incorporate the company within this period, the reserved name will expire and the name will be released for others to register.

Some name applications may be referred to Referral Authorities for approval. For example, if your proposed business name includes the word “school”, it may be referred to the Ministry of Education. The processing time for referred applications may take between 14 and 60 days.

SELECT YOUR BUSINESS ACTIVITY

As part of the name application, you must specify the primary and secondary activities of your business by choosing the most relevant Singapore Standard Industrial Classification (SSIC) code  corresponding to your intended business activity.

The SSIC is the national standard developed by the Singapore Department of Statistics (DOS) to classify all registered firms into their respective industries based on their principal economic activity.

Select via this link the primary and secondary activities of your business.

RESIDENT DIRECTOR

Every Singapore company must have at least one director who is “ordinarily resident” in Singapore. This means either a Singapore Citizen or Singapore Permanent Resident which we can assist to provide a non-executive local director to satisfy ACRA’s requirements.

After the company is incorporated, its foreign employee who has obtained an Employment Pass (EP) can replace our nominee director. If not, one can also use a nominee director if they do not intend to hire any employees.

Foreigners residing overseas can own shares in a Singapore-registered company and may be appointed as foreign directors of the company.

COMPANY SECRETARY

A company is not required to appoint a company secretary at the time of its incorporation, but is required to do so within 6 months of its incorporation. The company secretary must be a resident in Singapore and is usually appointed at the first directors’ meeting.

Under the Companies Act, it is the directors’ duty to ensure that the company secretary possesses the requisite knowledge and experience to effectively carry out their responsibilities. If required, we can arrange for our professional staff to act as the company secretary of the company.

REGISTERED OFFICE ADDRESS

A registered office address refers to the place where all communications and notices to the company may be addressed, and the place where the company registers and records are kept.

A registered office must be operational and accessible to the public during normal office hours (not a P.O. Box), but need not be where the company conducts its activities (e.g. registered office address is in Raffles Place, but the factory is in Tuas). Therefore, it is common for our clients to use our registered address so that any official mails can be attend to promptly.

REGISTERED CAPITAL

Share capital refers to the amount of money that shareholders have committed to the company. Share capital can be issued with or without full payment from shareholders. The minimum issued share capital is $1 when you incorporate a company.

“Paid up capital” refers to the amount shareholders have paid to the company for their shares. Once this capital is paid to the company’s bank account, we shall update the company registry to reflect the capital has been paid-up.

INCORPORATION

Once we have all the required information and signed documents, we will submit your application to the local company registry and in practice, it will normally take 0.5-1 business days unless it is referred to Referral Authorities for approval. The government fee for registering a company is $300 (approx. USD230).

For example, if your proposed business name includes the word “school”, it may be referred to the Ministry of Education. The processing time for referred applications may take between 14 and 60 days.

POST-INCORPORATION TO GET YOUR COMPANY OPERATIONAL

After successfully setting up your Singapore company, there are several compliance steps to complete to get it operational:

Bank Account Opening - for the company with a corporate bank account to conduct business transactions — receiving payments, paying suppliers, salaries, and taxes. Also necessary for capital injection from shareholders

Register CorpPass - CorpPass is Singapore’s official corporate digital identity for accessing government services online (e.g. IRAS, CPF, MOM, ACRA). This enables the company to transact securely with government agencies for filing tax returns, applying work passes, CPF submissions, etc.

And also manage the assignment of access roles to employees or third parties (e.g., accountants, outsourced providers)

Ministry of Manpower (MOM) Registration – this will enable the company to hire foreign employees by becoming a registered employer with MOM and applying for relevant work passes (e.g. Employment Pass, S Pass).

GST (Goods and Services Tax) registration is compulsory if:

• Your taxable turnover at the end of the calendar year exceeds $1 million, OR

• You reasonably expect the turnover to exceed $1 million in the next 12 months.

This allows the company to charge and collect GST from customers, and also claims of GST paid on business purchases (input tax credits). Alternatively, you may choose to register for GST voluntarily, subject to conditions.

Central Provident Fund (CPF) Registration - To register the company as an employer with CPF Board so it can make monthly contributions to employees’ CPF accounts (for Singapore Citizens and Permanent Residents). Many of our clients would also outsource payroll to us to enables proper computation and submission of wages and CPF contributions and stay in compliant.

The above may sound daunting but by outsourcing to qualified professional your corporate secretarial, accounting, and tax compliance duties will help your Singapore Company stay compliant while focusing on your business.

Concluding Remarks

Setting up a Singapore company as a foreigner is a strategic move backed by the city-state’s sound regulatory framework, political stability, and world-class infrastructure. With a pro-business government, ease of online processes, and availability of reliable professional support, company incorporation in Singapore offers entrepreneurs a seamless gateway into Asia.

At Adept Corporate Services, we specialize in helping international clients set up a Singapore company, providing a one-stop solution that includes nominee director services, corporate secretarial support, tax compliance, and work visa application. Whether you're a startup founder, fund manager, or part of a multinational group, our experienced team ensures your Singapore company registration process is smooth, compliant, and efficient.

We invite you to contact us today to explore how we can support your expansion into Asia with our tailored business incorporation solutions.