Registering a company in Singapore is genuinely quick. The filing is done through ACRA’s Bizfile portal, the fees are modest, and a straightforward incorporation is usually approved the same day.
That speed is the reason people get it wrong. The decisions inside the filing, who directs it, who owns it, what it is called and what its financial year is, are the ones you live with, and several of them are difficult to unwind.
Fees and filing details below are those published by ACRA and current as at August 2026. Check the current position on the ACRA website before relying on a figure.
What the law actually requires
At least one director ordinarily resident in Singapore. Under section 145 of the Companies Act, every company must have one. Where the company has a single member, that sole director may also be the sole member.
Directors must be natural persons aged 18 or over and of full legal capacity. A company cannot be a director of a company.
At least one shareholder. Foreign ownership can be 100%; there is no local shareholding requirement.
A company secretary. The office must not be left vacant for more than six months at any one time, which is where the familiar “within six months of incorporation” comes from.
A registered office in Singapore, being a real address rather than a post office box.
Share capital, which can start nominally.
The resident director trap nobody mentions
Section 145(5) is worth reading twice:
a director must not resign or vacate office unless there remains in the company at least one director who is ordinarily resident in Singapore, and any purported resignation or vacation of office in breach of this is invalid.
So the resident director cannot simply walk away. If the relationship breaks down, or a nominee wants out, or someone leaves Singapore, the resignation does not take effect until a replacement is in place. It is not a notice period; it is a hard bar.
This matters most to foreign founders who satisfy the requirement with one person and no fallback. It should be planned for at incorporation, not discovered later.
What “private company” means
Under section 18, a company is a private company if its constitution restricts the right to transfer its shares and limits its members to not more than 50, not counting employees and former employees who stayed on as members.
Both limbs matter. The transfer restriction is why a share transfer in a private company usually needs directors’ approval, and why an informal transfer between friends frequently turns out not to have happened at all.
Choosing what to incorporate
Private limited company. The default. Limited liability, transferable ownership, and the structure banks, investors and counterparties expect.
Sole proprietorship. Cheap, and the owner is personally liable for everything. Rarely right once there are contracts or employees.
Limited liability partnership. Mainly for professionals operating together with separate liability.
Branch or representative office. A branch is an extension of the foreign parent, so the parent carries the exposure. A representative office cannot trade at all. See our note on subsidiary, branch or representative office.
The mechanics and the fees
Reserve the name first. A name application costs $15, and an approved name is reserved for 120 days. That is a genuine change from the 60 days many guides still quote, and it gives real breathing room to sort out the passes, the bank account and the shareholders’ agreement.
Two things to know. ACRA must refuse a name that is identical to an existing one, but similarity alone is not an automatic bar, so a name can clear and still be challenged. And ACRA approval is not trade mark clearance. See choosing and clearing a company name.
Register the entity. Registering a new business entity costs $300. Where the details are in order, incorporation is generally approved the same day.
What you need ready: the name, the registered address, the business activity, particulars of directors, shareholders and the secretary, the constitution, and the financial year end.
The financial year end is a real decision. It sets every deadline that follows, and moving it later is not always straightforward.
Corporate service providers are now regulated
Anyone carrying on a business of providing corporate services in Singapore must be registered under the Corporate Service Providers Act 2024. Doing so without registration is an offence carrying a fine of up to $50,000 or up to two years’ imprisonment, with a further fine for each day a continuing offence runs.
The Act also regulates nominee directors specifically. A registered provider must not arrange for someone to act as a nominee director unless satisfied that the person is fit and proper, having taken all reasonable steps to confirm they are not disqualified from acting. Failure carries a fine of up to $100,000.
If you are engaging someone to incorporate your company, hold the registers or supply a director, check they are registered. That is now a legal question rather than a matter of preference. Our note on nominee directors and shareholders covers the arrangement itself.
What starts on day one
Incorporation begins a compliance cycle rather than ending a task.
The register of registrable controllers. For companies incorporated since the 2025 amendments, this must be kept from the date of incorporation, with no grace period. Failure is an offence carrying a fine of up to $25,000 on the company and on every officer in default. See the register of registrable controllers.
Statutory registers, of members, directors, secretaries and charges.
Annual filings. An AGM within six months of the financial year end unless properly dispensed with, and an annual return within seven months. See ACRA’s annual filing deadlines.
Tax. Corporate tax filings with IRAS, and GST registration once turnover crosses the threshold.
We handle the ongoing side through corporate secretarial services, and the numbers through bookkeeping and accounting.
The document nobody wants to pay for
Two founders incorporating together should agree what happens when one of them leaves, before either of them wants to.
The constitution does not deal with it. A shareholders’ agreement does: what shares are worth on exit, who can sell to whom, what happens on deadlock, what each founder is committing to do, and what happens if they stop doing it.
This is the single most common thing we are asked to fix afterwards, and by then it is a negotiation with someone whose interests have changed. See corporate and commercial.
Foreign founders
You can own a Singapore company outright without living here. What you cannot avoid is the resident director requirement, and how you satisfy it is the first thing to settle: appoint someone already resident, relocate on a suitable pass, or engage a nominee.
Where relocation is the plan, the pass application and the incorporation interact and the sequence matters. See immigration.
Where this sits
Our company registration page sets out how we advise on structure and handle the filing. The conversation before the filing is short, and it is a great deal cheaper than restructuring afterwards.