A Singapore Subsidiary Company is essentially a Singapore-incorporated Private Limited Company with a local or foreign corporate entity as a major shareholder. It’s also the most popular business structure among small- to medium-sized foreign companies who want to establish a presence in Singapore.
100% foreign ownership is allowed for Singapore Subsidiary Companies. They are entitled to the tax exemption of paying no tax on the first S$100,000 of chargeable income for its first three consecutive years. A further 50% tax exemption is given on its next S$200,000 of chargeable income.
Singapore Subsidiary Companies also enjoy no restrictions on repatriation of earnings and capital. This liberal business legislation attracts thousands of foreign companies each year to set up companies in Singapore.
- Incorporated as a limited liability company
- Has a distinct legal identity
- Foreign parent company’s liability is limited to the value of the shares it subscribes into the subsidiary
- Foreign parent company may own 100% of the subsidiary
- Tax incentives with at least one individual shareholder with minimum 10 percent shareholding
- Can have a maximum number of 50 shareholders
- Required to audit accounts and file audit reports
Setup Requirements for a Singapore Subsidiary
- Must appoint at least one director who is either a Singaporean Citizen, a Singaporean Permanent Resident, or an Employment Pass holder with a residential address in Singapore
- Directors must be at least 18 years of age and must not be an un-discharged bankrupt, or convicted for any malpractices
- Required to apply employment pass for any foreign staff relocating to Singapore
- Minimum paid-up capital of S$1
- A Singapore subsidiary must have a registered office in Singapore
- Required to appoint a natural person who is a Singapore resident as company secretary within six months of the incorporation
- An auditor must be appointed within three months of the Singapore subsidiary registration
- Required to file audited accounts annually with Singapore income tax authorities
Documents required for a Subsidiary Company
- A certificate of incorporation of the parent company
- An extract from the Registrar of Companies showing the current registered address and directors of the parent company
- A corporate resolution authorising a specific individual to sign necessary subsidiary documents on behalf of the parent company
- Passport particulars and residential address details of individuals who will act as the directors of the Singapore subsidiary
- Signed Consent to Act As Director by each proposed director
- Registered address details for the Singapore subsidiary
- Memorandum & Articles of Association for the Singapore subsidiary
All documents must be in English and any non-English documents must be translated into English.
Registration Procedure and Timeline
How AsiaBiz can help you: All foreign companies are required to engage a professional service agent to assist in the registration and incorporation of their subsidiaries. AsiaBiz offers a quick, seamless and innovative package that begins with the registration of the business name followed by the company incorporation of your Singapore Subsidiary Company in just one day.