A Beginner’s Guide to Registering a Subsidiary Company in Singapore

Singapore is favorable for foreign entrepreneurs as they are permitted to have one-hundred percent foreign ownership of companies they have incorporated in the country. Moreover, the taxes are low, with no limitations on revenues’ and capitals’ repatriation. These advantages attract many foreign investors to set up their business in Singapore every year.

Among the many options for business structure in Singapore, establishing a subsidiary company is one of the preferred choices for foreign investors who are looking to create their presence in the country. To simplify the company incorporation process, startups can hire professional company incorporation services in Singapore. This article gives you an overview of registering a Singapore subsidiary company.

Subsidiary as a Type of Business Entity for Foreign Companies in Singapore

A Singapore subsidiary company can be a private limited company where the major shareholder is a local or foreign company. An international company can entirely own the subsidiary company, which is considered as a distinct legal entity from the parent company.

The liability of the parent company is restricted only to its subscribed share capital, and its assets will be safe from any debt and obligations of the subsidiary company.

Critical Information you Need to Know About Singapore Subsidiary Companies

● Shareholding: The parent company can hold one-hundred percent of the Singapore subsidiary’s shareholding.

● Registered office: The company must own a local registered office in the country. The registered address can be either a home or a commercial office. The office will serve as the place for keeping all of the company’s statutory records.

● Paid-up capital: A Singapore subsidiary company’s paid-up capital is at minimum SGD 1. The parent company can be the sole shareholder.

● Director: The company must appoint a minimum of one local director who resides in Singapore, be it a Singapore citizen, a permanent resident, or an Employment Pass holder. The directors must be at least 18-year-old with no conviction for any malpractices or undischarged bankruptcy. Foreign companies planning to relocate their employees from the head office can apply for the latter’s Employment Pass after the incorporation of the subsidiary.

● Corporate secretary: Upon registration, the directors need to appoint a company secretary who is a natural person and resides in the country.

● Auditor: The subsidiary company must appoint an auditor within three months from its date of incorporation.

● Audited accounts: The company must submit its audited accounts every year with the relevant income tax authorities.

Documents Required for Singapore Subsidiary Registration

The following details or documentation are generally necessary for the Singapore subsidiary’s registration.

● Certificate of the parent company’s incorporation

● A Registrar of Companies extract which shows the parent company’s directors and current registered address

● A corporate resolution that authorizes a particular individual to sign any required documentation on behalf of the parent company

● Residential address and passport particulars of the company’s appointed directors

● Every director’s signed Consent to Act as Director

● The company’s registered address information

● The company’s Memorandum and Articles of Association

All documentation must be in English. The company must translate any non-English documents into English. The corporate incorporation services that the company engages with may also require extra documentation.

Registration Process and Timeline

Singapore subsidiary company’s registration process is relatively fast and can be done online. The registration process includes two steps, namely, the approval of the company’s name and the incorporation of the company. Both of these steps can be fulfilled within one to two days, provided that all documents are appropriately prepared and no delay during the name approval step.

Singapore Subsidiary Taxation

For tax purposes, subsidiary companies in Singapore are considered as tax residents. Thus, they are entitled to tax benefits provided for the tax residents.

Annual Filing Requirements for a Subsidiary Company

Being a locally registered entity, a Singapore subsidiary company is subject to similar yearly filing requirements as that of the local businesses.

Getting Expert Help from Company Incorporation Services Provider in Singapore

Foreign companies are required to seek guidance from a professional company incorporation services firm in Singapore when planning to establish an entity in the country. A competent service provider helps foreign companies to set up their companies properly and stay compliant on various statutory requirement deadlines.