SETTING UP OR EXPANDING YOUR BUSINESS INTO SINGAPORE
There are numerous considerations to understand regarding how to set up a business in Singapore for foreigners.
Some of these include:
- Considering why to choose Singapore to set up a business
- The cost of setting up business in Singapore
- Specific issues for a foreigner to set up business in Singapore
- Tax, accounting, compliance, and structure considerations
- The option of setting up an online business in Singapore
Singapore is a popular location for global businesses, offering a strategic location, robust legal framework, stable government, highly regulated financial system, and pro-business environment.
Whether you’re from Australia, the US, UK, or elsewhere, setting up a business in Singapore offers numerous advantages that make Singapore an appealing location.
This guide provides an overview of setting up a business in Singapore as a Foreigner. Providing you a good overview of your considerations, from choosing a business structure, tax requirements, and fulfilling regulatory requirements.
BENEFITS FOR FOREIGNERS STARTING A BUSINESS IN SINGAPORE
Why set up business in Singapore? There are numerous appealing financial and practical considerations, including the following benefits of setting up business in Singapore.
STRATEGIC LOCATION
Singapore serves as a gateway to the Asia-Pacific region, offering access to a market of over 650 million people. As such, Singapore is a strong strategic location for businesses looking to expand overseas. As a major shipping hub, those looking to import physical goods for further sale in the region will find the logistics ecosystem efficient. Singapore’s Changi Airport allows the global business the ability to travel to over 400 cities around the world.
EASE OF DOING BUSINESS
The World Bank consistently ranks Singapore as one of the easiest places to do business globally due to efficient regulations and strong legal protections. Singapore balances the requirements of a solid regulatory framework with simple business requirements to make it an appealing place to operate a business.
POLITICAL STABILITY
A stable political environment and zero-tolerance for corruption provide a secure business environment. This strengthens the appeal of a secure base for your overseas business to operate from.
TAX ADVANTAGES
Competitive corporate tax rates and various tax incentives attract businesses of all sizes. The tax regime is relatively straightforward and favourable for businesses coming in from overseas. Singapore also has one of the largest double tax treaty networks of all OECD member countries.
INFRASTRUCTURE AND CONNECTIVITY
World-class infrastructure, including a highly efficient transportation network and digital connectivity, supports business operations. From a practical, operative, and personal perspective, Singapore offers a welcoming location for both your personal lifestyle and your business.
COST OF SETTING UP A BUSINESS IN SINGAPORE
The costs of setting up business in Singapore for foreigners is relatively low compared to other countries.
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DISADVANTAGES FOR FOREIGNERS STARTING A BUSINESS IN SINGAPORE
There are many benefits of setting up business in Singapore, however it is important to also consider the potential disadvantages.
COST OF LIVING
Singapore has a comparatively high cost of living, including expensive real estate and labour costs. As an expat you are likely to find your monthly expenses in Singapore are higher than elsewhere in Asia. It is important to weigh up this cost when considering your personal needs or those of any team member you wish to relocate to Singapore.
STRICT REGULATIONS
While regulations are generally business-friendly, certain industries may face stricter regulations or licensing requirements. Get advice for your industry to ensure you are aware of any additional regulations or licences.
LIMITED DOMESTIC MARKET
Singapore’s domestic market is small. This means you may need to extend beyond its borders when you are looking for business growth opportunities.
SINGAPORE'S WORLD RANKINGS
Validating the appeal of setting up a business in Singapore is the fact that Singapore consistently ranks highly in global indices. For the 2023 year, Singapore was ranked 5th amongst the 132 economies featured in the Global Innovation Index, coming 1st amongst the 16 economies in South East Asia, East Asia and Oceania.
When it comes to innovation, Singapore has ranked 1st for innovation inputs for the past several years. Singapore also consistently ranks well for institutions (1st in 2023), Human capital (2nd in 2023) and Business sophistication (3rd in 2023).
These rankings highlight the appeal that Singapore demonstrates as a strong economic base for business operations, showcasing an innovative approach with efficient regulations and security.
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BUSINESS STRUCTURES FOR SETTING UP YOUR BUSINESS IN SINGAPORE
Setting up a business in Singapore firstly involves selecting the right structure for your business and choosing a company name.
Private Limited Company (Pte Ltd)
This is the most popular corporate setup due to limited liability, separate legal identity, and tax advantages. This is similar to a private incorporated entity such as an LLC for USA residents, a Pty Ltd company for Australians, or a Ltd company in the UK.
Limited Liability Partnership (LLP)
This is an entity that operates like a partnership while having a separate legal entity, like an incorporated company.
Branch Office
A Branch office is an extension of the foreign parent company. Using this option would mean that you are not setting up a new business structure, rather extending your existing business in a new, foreign location.
Representative Office
If you wish to conduct market research and feasibility studies prior to setting up your business in Singapore you can establish a Representative Office. The Representative Office is not an independent legal entity and cannot engage in revenue-generating activities.
REGISTERING YOUR COMPANY IN SINGAPORE
To establish a business in Singapore you need to register your company online through the Accounting and Corporate Regulatory Authority (ACRA) portal.
It is common practice for a company to be incorporated by a Registered Filing Agent (RFA), who are individuals regulated and licensed by ACRA to provide corporate secretarial services.
It is important to note that each company incorporated in Singapore is required to have an RFA in the position of Company Secretary. The role of the Company Secretary is to advise the company of its obligations under the Companies Act and to liaise with ACRA on matters relating to the company (e.g. appointment or resignation of a Director).
SETTING UP A BUSINESS IN SINGAPORE AS A FOREIGNER
You cannot operate a business in Singapore without having an individual Director present and residing in Singapore. This means that Foreign Nationals who intend to continue residing overseas must appoint a local resident director (Singapore citizen, Permanent Resident, or the holder of a Singapore working visa such as an Employment Pass or EntrePass holder). If you or an employee relocates to Singapore and holds a working visa, they can be appointed as Director of the company and fulfil the requirements for a local Director.
SETTING UP A SMALL BUSINESS IN SINGAPORE
There are minimal requirements to operate a small business in Singapore. Like any business operation, you must comply with local regulations, registering your business and company name, Directors and shareholders.
HOW TO SET UP AN ONLINE BUSINESS IN SINGAPORE
Although setting up an online business in Singapore can allow the shareholding of your company to be fully composed of foreigners, there must be at least one Singaporean or Singapore resident director. You are required to have a registered address in Singapore and comply with local regulations regarding digital businesses. Depending on the nature of your business, it is important to check whether a licence is required for you to trade through the Singapore company. Notwithstanding that your business may not sell to customers in Singapore, the local licensing requirements will still apply, as you are trading with a company incorporated in Singapore.
DO YOU NEED TO MOVE TO SINGAPORE TO RUN A BUSINESS?
While Singapore encourages foreign entrepreneurs, you do not necessarily need to relocate to Singapore to run your business. While all company shareholders may be foreigners, having at least one local director is mandatory, and you may need to visit periodically to oversee operations.
SINGAPORE TAX RATES
Singapore adopts a territorial tax system that taxes domestic income while taxing foreign income on a limited basis.
CORPORATE TAX
As of June 2024 the corporate tax rate is 17% on chargeable income. The effective tax rate may be lowered by applying various tax exemptions and incentives.
PERSONAL TAX
Individuals are taxed at progressive rates of up to 24% for residents (as of June 2024). Tax residents are only required to pay tax if their annual income exceeds SG$20,000. Non-residents deriving income in Singapore are taxed differently, depending on the type of income they are earning.
GOODS & SERVICES TAX (GST)
As at June 2024 Singapore has a flat 9% rate of tax that applies to the supply of goods and services (similar to VAT or GST in other countries). There are certain exemptions that mean some supplies are zero-rated or exempted under GST law.
In Singapore, GST registration is compulsory where gross turnover is S$1M or above.
DOUBLE TAXATION AGREEMENTS (DTAs)
When setting up a business in Singapore as a foreigner, it is important to consider the impact of Double Taxation Agreements (DTAs). DTAs help limit the amount of tax assessed on income derived in a foreign country.
Singapore has DTAs with key trading partners including Australia, the UK, Canada, China, France, Germany, Ecuador, the UAE, Brazil and others.
Singapore does not have a DTA with some countries, including the USA. However both Singapore and the USA have unilateral exclusions and foreign tax credit policies in place to ensure that double taxation is reduced or eliminated.
While DTAs can differ, they typically consider which country has taxing rights over a business operation and places limits on the rate of taxation applicable to certain types of income such as dividends, interest and royalties.
The primary form of relief offered is the ability to apply foreign tax credits against tax that is charged by the foreign country. This ensures that total taxes are limited to whichever country has the higher tax rate for the specified type of income.
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REQUIREMENTS OF DOING BUSINESS IN SINGAPORE
Singapore has a range of requirements regulating the employment of foreign workers in Singapore to ensure a robust, secure professional business environment to operate in.
Visas
An EntrePass is required for foreign entrepreneurs while an Employment Pass (EP) is required for skilled employees.
These visas have requirements that must be met, including minimum salary, education levels and position held in the Singapore company.
Employers who intend to submit an EP application are typically required to first advertise the job locally before an EP application can be approved.
Candidates for an EP must pass a two-stage eligibility framework. From 1 September 2023 EP Candidates must pass a points-based Complementary Assessment Framework (COMPASS), in addition to meeting qualifying salary requirements.
Recruitment
When it comes to fair employment practices and legal protection of workers, Singapore has a very strong legal framework. Domestic employees are protected by the Employment Act (EA) and foreign employees are covered by the Employment of Foreign Manpower Act (EFMA). Employers must also adhere to the Fair Consideration Framework and Tripartite Guidelines on Fair Employment Practices.
Since Singapore has strict employment regulations it is important that your HR and other staff members involved in the recruitment process are familiar with workplace requirements, hiring practices, and able to identify any discriminatory or other legal violations.
Prior to making a formal offer to an employee, it is very important to get professional advice to ensure you are complying with the robust local laws and regulations.
Insurance
When setting up business in Singapore insurance is mandatory to cover workplace injuries and basic health insurance for employees.
Other types of business insurance is optional, but strongly recommended. You should consult an insurance provider to ensure that your business is covered for the right types of insurance based on your business operations.
Licences and Permits
Businesses are typically required to register with the ACRA. Other licences and permits vary depending on the industry and business activities.
Accounting and Tax File Compliance
Businesses are required to comply with accounting and tax obligations, which include preparation of annual accounts and the requirement to file an annual tax return. Your tax obligations may differ depending on the type of structure your business operates under and whether you operate solely in Singapore or in foreign markets.
FREQUENTLY ASKED QUESTIONS
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Can foreigners own 100% of a company in Singapore?
Yes, a Singapore company can be wholly owned by foreigners. However, there are requirements to have a Singapore resident Director and Secretary for Singaporean companies.
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What are the key compliance requirements after registering a company?
You are required to comply with ongoing financial, taxation and legal regulations. This includes the annual filing of financial statements prepared under the Generally Accepted Accounting Principles (GAAP), corporate tax returns, and the holding of an annual general meeting.
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How long does it take to register a company in Singapore?
The process of registering a company in Singapore is straightforward when you incorporate. It typically takes 1-2 days if all documents are in order and ACRA approves your preferred company name.
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Are there any restrictions on foreign investment in specific industries?
Certain industries like banking, finance, and media have stricter regulatory requirements. It is important to obtain legal advice for your industry if you are looking to set up your business in Singapore.
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What are the startup grants and incentives available in Singapore?
Various grants and tax incentives are available through agencies such as Enterprise Singapore and Singapore Economic Development Board (EDB).
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Can foreign citizens live in Singapore?
Yes, foreign citizens including Australian, British and American citizens can live in Singapore. If you plan to live, work, or study in Singapore then you will need to apply for the relevant working Visa, such as an Employment Pass or Entre Pass. Once you have held an Employment Pass for at least 6 months you may be eligible to apply for the right of permanent residence.
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Do I have to pay tax in my country of origin if I work in Singapore?
Typically, if you become a tax resident of Singapore, you will only be required to pay tax in your country of origin if you have any income that is sourced in that country. Some types of income are taxed at concessional rates through a tax withholding system. If you are only in Singapore on a temporary basis, or you merely earn income from Singapore while residing in your home country and remain a tax resident of your home country, then you will need to check to see whether Singapore will want to tax the income sourced from Singapore. Most countries tax residents on their worldwide income, which means that you may be eligible for a foreign tax credit in your home country if you pay tax on Singapore sourced income.
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Do Foreigners have working rights in Singapore?
Foreigners wishing to work full time in Singapore can apply for a work permit to allow themselves to live and work in Singapore. As a key business hub in Asia, foreigners will often travel to Singapore on a transient basis for work and can enter and work on a short-term visitor pass. Should your work require you to stay for an extended period, you should seek advice from an immigration specialist to ensure you do not need to apply for a work permit.
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What is the process of setting up a business in Singapore?
You will need to determine your business structure, location, and trading name. You will then register your business and may need to apply for the appropriate licences. Companies require a resident Director and Company Secretary. You will also need to have a company bank account and a Corppass Administrator to transact with Singapore Government agencies.
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What types of businesses are allowed to be set up in Singapore?
Business types include sole trader, partnership, Limited Liability Partnership and incorporated private company.
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What kind of licences and permits are required to set up a business in Singapore?
All businesses must obtain a business licence to trade in Singapore.
Certain types of industries and occupations require additional licences or permits to operate in their industry, with some requiring permission from the Singapore government or their industry regulatory body to set up.
Businesses that import or export goods may also need additional permits, depending on the type of product.
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What are the taxation requirements for businesses in Singapore?
Companies and other business entities are subject to income tax on their assessable income. This involves filing of an annual income tax return with the Inland Revenue Authority of Singapore (IRAS). Non-resident businesses who derive income from Singapore are also required to pay tax in Singapore.
Businesses that are required, or choose, to register for GST, must remit GST on their sales or services. The current rate of GST is 9% of the sales value, however some products and services are zero-rated or exempted under GST law.
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What are the registration procedures and costs associated with setting up a business in Singapore?
Government fees include the registration of your company and obtaining any licences and permits required for your business.
Agent fees can include documentation services, company secretary services, nominee Director services, obtaining a company registered address and opening bank accounts. Agent fees may be higher if you are operating from overseas and require local support to meet the requirements of a presence in Singapore.
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Are there any restrictions on foreign ownership when setting up a business in Singapore?
There are no specific restrictions on foreign ownership.
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What kind of support and resources are available to set up a business in Singapore?
Local professionals offer support to meet your local compliance obligations and provide advice regarding your company setup and operations. This includes assistance with the applications to open a bank account, guidance on applications for government grants and referrals to other professional service providers, such as lawyers, immigration specialists, incubators, and capital markets advisors.
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Are there any special requirements to consider before setting up a business in Singapore?
Anyone can set up a business in Singapore. However, to set up a company you do need to have a local registered address, a corporate secretary, a shareholder, at least one Director who ordinarily resides in Singaporean, and paid up capital of at least $1.
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What are the legal requirements to set up a business in Singapore?
You are required to choose a business structure, trading name, and comply with local licensing and compliance laws.
READY TO START YOUR BUSINESS IN SINGAPORE?
We can help you start your business in Singapore. Contact us to get structured advice and ensure your business expansion is a success.
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SUMMARY: HOW TO SET UP A BUSINESS IN SINGAPORE
This guide will help you navigate the process of how to set up a business in Singapore with confidence.
To confidently leverage the advantages of Singapore’s business environment and strategic location in Asia it is important to obtain the most up to date specific tax advice for your situation.
Whether you’re expanding an existing business or starting fresh, Singapore offers a stable and supportive ecosystem for your entrepreneurial endeavours. Making sure you understand and comply with the regulations and tax obligations will help ensure that your business is set up for success.
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