Singapore company
Concept
Singapore is a leading jurisdiction for domiciling international business due to its stable legal system, developed financial infrastructure, and high level of trust from banks and regulators. A SingaporePrivate Company Limited by Shares (Pte. Ltd.)is suitable when the following are required:
- ability to relocate top management via Employment Pass (EP)
- access to international banks and EMIs
- clear corporate governance rules
- high level of reputation and compliance
Participants and roles
- Shareholder: minimum 1 (individual or legal entity)
- Director: minimum 1
- Local director: at least 1 director must be a Singapore resident
- Corporate secretary: must be appointed within 6 months from registration date
- Registered office addressin Singapore
Required documents
For company registration
From director / shareholder — individual
- Passport
- Foreign residence permit (if available)
- Proof of residential address — utility bill or bank statement in English
- CV / professional biography
- Proof of Source of Wealth / Source of Funds (upon request)
From shareholder — legal entity
- Articles of association / constitutional documents
- Certificate of Incorporation or equivalent
- Document confirming current composition of directors and shareholders
- Passport and proof of address of UBO (ultimate beneficial owner)
The register of beneficial owners is maintained by ACRA but is not public — access is restricted to Singapore regulatory and law enforcement authorities.
Stages and timeframes
- Company registration — 5–7 business days
- Online verification of director and shareholder — 1 business day
- Document collection — depends on client
Taxation
Corporate income tax (CIT)
The base corporate income tax rate in Singapore is17%of chargeable income.
How chargeable income is calculated.
The tax base is calculated using standard logic:
Revenue−Allowable expenses=Chargeable Income
The key IRAS criterion is the"wholly and exclusively"test: an expense must be incurredwholly and exclusivelyfor the production of income. Expenses of a personal nature or unrelated to business are not accepted. Dual-purpose expenses (partly business, partly personal) are formally not accepted, although in practice IRAS often allows proportional treatment with justification.
Deductible:
- Office and workspace rental
- Salary and bonuses of directors and employees (if employment contract exists)
- CPF contributions for local employees
- Professional and legal services
- Business travel expenses with business purpose
- Entertainment expenses —50% of amountprovided business connection exists
- Capital Allowances on approved assets
Non-deductible:
- Expenses of a personal nature without business purpose
- Expenses related to production of non-taxable income (e.g., dividends from participation)
- Items with clear personal value without employment basis (gifts, luxury items)
Year of Assessment (YA).
Singapore operates on apreceding year basis: tax for a YA is assessed on profits of the financial yearended in the previous calendar year. Example: if the company's financial year runs from 1 January to 31 December 2024, the return is filed in YA 2025.
Loss Carry-Forward.Losses can be carried forward to future periodswithout time limit, provided the company's shareholder composition has not substantially changed.
Exemption of foreign income from CIT
Singapore applies theterritorial principle(territorial basis of taxation), enshrined inSection 10(1) Income Tax Act (Cap. 134). Tax is levied on:
- income accruing in or derived from Singapore, and
- foreign-sourced income received in Singapore.
This is not a "0% on everything outside" model — this is a system where the key considerations arequalification of income sourceandfact of remittance.
Determining income source.IRAS does not define "source" through a single formal criterion. Qualification is aquestion of fact, determined by the totality of circumstances of the specific transaction:
- Trading income:place of contract execution — where negotiations took place, terms were agreed, and contract signed
- Service income:place where services areactually rendered, not the location of the client
- Income from use of property:location of the asset or its use
- Interest:place of loan origination
- Dividends:jurisdiction of the paying company
Foreign income: remittance and exemptions.Income from outside Singapore is taxable only if it isreceived in Singapore. The concept of "receipt" is broadly interpreted underSection 10(25) ITA:
- transfer of funds to a Singapore account
- application of foreign income to discharge obligations in Singapore
- instruction for use of funds issued from Singapore (deemed remittance)
Section 13(7A)–(9) ITAprovidesfull exemptionupon remittance for three categories:
- Foreign-sourced dividends
- Foreign branch profits
- Foreign-sourced service income
Exemption conditions (all simultaneously):
- income was subject to taxation in the jurisdiction of source (actual payment not required)
- headline tax rate in the jurisdiction of source — at least15%
- Comptroller satisfied that the exemption serves the taxpayer's interests
Tax incentives
Singapore provides two partial tax exemption schemes: one for new companies, another for all others. Both applyautomaticallywhen conditions are met.
Start-Up Tax Exemption scheme.Applies during thefirst 3 years of assessment (YA).
Conditions:
- company is incorporated in Singapore
- company is a Singapore tax resident
- company has no more than 20 shareholders, at least one of whom is an individual holding ≥ 10%
| Диапазон прибыли | Освобождение | Эффективная ставка |
| Первые S$100,000 | 75% | 4.25% |
| Следующие S$100,000 | 50% | 8.5% |
| Сверх S$200,000 | — | 17% |
Partial Tax Exemption (PTE).Applies toall other companies(after 3 years or not qualifying for Start-Up):
| Диапазон прибыли | Освобождение | Эффективная ставка |
| Первые S$10,000 | 75% | 4.25% |
| Следующие S$190,000 | 50% | 8.5% |
| Сверх S$200,000 | — | 17% |
Capital Allowances
Singapore has no dedicated "reinvestment incentive" in the classic sense, but operates a system ofCapital Allowanceswhich delivers an economically similar effect.
If a company acquiresfixed assets used in the business(equipment, computers, furniture, etc.), the asset cost can bededucted from taxable profitunder accelerated or standard schedules:
- 1-year write-off— for assets costing up to S$30,000 (under simplified scheme)
- 3-year straight-line write-off— for most plant and machinery
- Standard depreciationat rates prescribed by IRAS
Funds reinvested in business assetsreduce the tax basein the year the asset is placed in service.
GST (VAT equivalent)
Goods and Services Tax (GST)— value-added tax applied to most goods and services. Current rate:9%(from 1 January 2024).
Registration.A company must register for GST if annual turnover of taxable supplies exceedsS$1,000,000. Voluntary registration is possible at lower turnover. Deadline: 30 days after exceeding threshold.
Zero-rated supplies (0%):export of goods, international services (where conditions met), sale of investment precious metals.
Exempt supplies:financial services (except those expressly listed) — lending, mortgages, securities trading, fund management, insurance.
Banking and payment infrastructure
A Singapore company may open an account at any institution — from EMIs and fintech platforms to corporate accounts at international banks. But thekey advantage of the jurisdictionis the ability to work with Singapore's own banking system.
DBS Bank
Singapore Gulf Bank (SGB)
Bank of Singapore
Residency permit (Employment Pass)
When incorporating a Singapore company, an Employment Pass (EP) may be issued to the company's director.
EP application processing under online submission typically takes around 10 business days in standard cases. In complex cases timelines may be extended.
Singapore — residence permits for senior management
Singapore — permanent residence through investment
Application
Singapore's regulatory framework establishes formalized requirements for corporate governance, accounting, reporting and disclosure, applicable to every element of a structure regardless of activity type. These requirements collectively form the documentary infrastructure used by banks, counterparties and regulators when conducting due diligence. Below are the main structure types for which Singapore serves as domicile jurisdiction.
Single Family Office and private investments
Investment fund (Variable Capital Company, VCC)
Licensed financial business: payments, asset management, fintech
Operating company and trading
Holding structure
Costs
Registration
Registration is typically arranged through a licensed provider who handles registry filing, KYC, and appointment of mandatory participants (e.g., secretary and address).
- With foreign passport / Russian passport with foreign residency permit—US$4,500
- With only Russian passport without foreign residency permit—US$7,200
Mandatory payments
| Статья | За 1 год | Зачем это нужно |
|---|---|---|
| Corporate secretary + registered address | Зависит от провайдера | Обязательные корпоративные функции и официальный адрес |
| Корпоративные подачи (Annual Return и сопутствующие действия) | Зависит от пакета | Поддерживает статус компании в реестре и комплаенс |
| Бухгалтерия и закрытие периода | Зависит от транзакций | Без учёта вы не сдаёте отчётность и не проходите банковские проверки |
Financial statements and audit
Audit is mandatory if the company meets at least one of the following criteria:
- Public company—public companies must always conduct an audit
- Exceeding two of three criteria:
- Revenue > S$10 million
- Assets > S$10 million
- More than 50 employees
However, in practice even non-mandatory audit often becomes an important tool for working with banks—"clean" statements reduce additional requests and operational restrictions.
| Годовой оборот | Количество транзакций | Стоимость |
|---|---|---|
| До US$120,000 | До 100 | US$2,400 |
| До US$120,000 | 100–200 | US$2,800 |
| До US$500,000 | До 100 | US$3,600 |
| До US$500,000 | 100–200 | US$4,000 |
| До US$1,000,000 | До 100 | US$5,200 |
| Свыше US$1,000,000 | Свыше 100 | Индивидуальный расчёт |
Questions and answers
How long does company registration in Singapore take?
What documents are required for registration?
Is physical presence in Singapore mandatory?
Is a resident director required?
How to close a company in Singapore?
Can the composition of shareholders or directors be changed?
How often must reports be filed?
Is audit mandatory?
What is the corporate tax rate?
Are dividends taxed?
Is there capital gains tax in Singapore?
Related
На русском: company-singapore
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