For business owners and families considering a Singapore company to run business in Southeast Asia or set up a regional base. It covers, in order: when it fits, set-up and governance, documents, key tax points, opening a bank account, and annual upkeep and filings.
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01 When it fits, and when it may not
Singapore companies are commonly used in the situations below. What they share is a business centred on Southeast Asia, or a need for real management and operations in Singapore.
Regional headquarters
An office and team in Singapore that manage the group’s business across Southeast Asia.
Trade and services in the region
The company signs contracts with, pays and is paid by clients and suppliers across the region.
Regional holding company
The company holds shares in subsidiaries around Southeast Asia. Singapore has tax treaties with many countries, but using them depends on the company being tax resident in Singapore (see the FAQ).
Start-ups
Qualifying new companies get a start-up tax exemption for their first three years of assessment (see section 04).
When another place may fit better
If your business centres on Mainland China or North Asia, or you do not plan to operate in Singapore, compare a Hong Kong company. For a pure holding company, compare a BVI company. A Singapore company still needs a resident director and yearly filings, so weigh the cost and substance if it will have no local operations.
02 Set-up and governance
The most common form is a private company limited by shares (Pte. Ltd.), incorporated under Singapore’s Companies Act and registered with the Accounting and Corporate Regulatory Authority (ACRA). The main roles and registers are:
Directors
At least one, and at least one must be ordinarily resident in Singapore, such as a citizen, a permanent resident or a pass holder who meets the local residency rules. Directors must be individuals aged 18 or over.
Shareholders
Between 1 and 50, individuals or companies, of any nationality. The same person can be both a shareholder and a director.
Company secretary
Must be appointed within 6 months of incorporation and must be an individual resident in Singapore. If the company has only one director, that director cannot also be the secretary. Most foreign owners appoint a corporate service provider registered with ACRA.
Registered office
A physical address in Singapore that is open to the public during business hours. A post office box is not allowed.
Statutory registers
Registers of members, directors and secretaries, plus registers of nominee directors and nominee shareholders. Changes of directors or secretary must be filed with ACRA within 14 days.
Register of registrable controllers
Records anyone with more than 25% of the shares or votes, or with significant control. It must be kept from the date of incorporation and its details filed on ACRA’s central register, which is not public but is open to the authorities.
03 Documents for incorporation
You will usually need the items below. Under anti-money-laundering rules, the corporate service provider will also verify the identity and source of funds of the shareholders, directors and beneficial owners.
Company name
Check it with ACRA first. It cannot be the same as, or too like, an existing name, and some words need approval from another authority.
Identity documents
Passports or identity cards and proof of address for the directors, shareholders and secretary. A corporate shareholder also provides its registration documents and ownership chart, traced up to the beneficial owners.
The resident director
Someone among your shareholders or team who meets the residency rules, or a director arranged by a corporate service provider registered with ACRA. Whoever takes the role must understand and carry a director’s duties.
Constitution
The company’s internal rules. You can use a standard model or adapt it to what the shareholders agree.
Shares, business and funding
The number of shares, the capital and each shareholder’s percentage, together with the planned business and where the money comes from. The amount of capital can be set to suit the business.
What you receive
ACRA’s notice of incorporation and the company’s business profile. The company’s basic details can also be looked up through ACRA.
04 Key tax points
As of 2026, Singapore’s corporate income tax rate is 17%. Companies generally get a partial exemption: 75% of the first S$10,000 of chargeable income and 50% of the next S$190,000 are exempt. Qualifying new companies instead get the start-up exemption for their first three years of assessment: 75% of the first S$100,000 and 50% of the next S$100,000.
Who qualifies as a start-up
The company must be tax resident in Singapore and have no more than 20 shareholders, either all individuals or with at least one individual holding at least 10% of the shares. Companies mainly in investment holding or property development do not qualify.
Foreign income
Foreign income received in Singapore is taxable in principle. Foreign dividends, foreign branch profits and foreign service income can be exempt if they were taxed where they arose and the top corporate tax rate there is at least 15%.
Gains on foreign assets
Since 2024, a company in a multinational group that lacks enough economic substance in Singapore is taxed on gains from selling foreign assets when the gains are received in Singapore (section 10L of the Income Tax Act).
Goods and services tax (GST)
A company must register for GST if its taxable turnover exceeded S$1 million in the last calendar year or is expected to exceed it in the next 12 months (as of 2026).
Dividends and the shareholders’ rules
Singapore does not tax dividends again in the shareholders’ hands, but CFC and similar rules where shareholders live may still apply. See Tax Basics for Offshore Companies.
05 Opening a bank account
Once the company is registered, the bank account is a separate application. The bank reviews the company’s business links to Singapore, its counterparties and the places it deals with, where the money comes from and who the beneficial owners are, and decides under its own risk policy whether to accept it. For the main Singapore banks and what they review, see Singapore Business Bank Accounts.
Requirements differ between banks and account tiers, and the application channels and whether you need to attend in person depend on each bank’s current policy and your case. Before applying, it helps to prepare the following:
Company documents
ACRA business profile, constitution and up-to-date details of shareholders, directors and registrable controllers.
Business description
How the business will operate in Singapore, the main clients and suppliers, and the countries and currencies you expect to deal in.
Evidence of trading
Contracts, orders, invoices or a website: anything that shows the business is real.
Source of funds
Where the share capital and working capital come from, and the background of the beneficial owners.
06 Annual upkeep and filings
After incorporation, a Singapore company usually has the tasks below each year. They do not stop just because the company is not trading.
Financial statements and audit
Prepare financial statements under Singapore’s financial reporting standards. A company that meets the small-company criteria (based on revenue, assets and staff numbers) is exempt from audit; otherwise it appoints an auditor within 3 months of incorporation.
Annual general meeting (AGM)
A private company holds its AGM within 6 months after the financial year end. It need not hold one if it sends the financial statements to all members within 5 months, or if all members resolve to dispense with it.
Annual return
Filed with ACRA through BizFile+ within 7 months after the financial year end.
Corporate income tax
File the estimated chargeable income (ECI) within 3 months after the financial year end, unless exempt, and the corporate income tax return by 30 November each year.
Records and updates
Keep accounting records for at least 5 years. Confirm registrable controllers’ details with them every year, and file changes of directors or secretary within 14 days.
Key planning points at a glance
| Item | Key points | Watch out for |
|---|---|---|
| Common uses | Regional headquarters, trade and services, regional holdings | With no local operations, compare Hong Kong or the BVI |
| Directors and company secretary | At least one director ordinarily resident in Singapore; a resident secretary appointed within 6 months | A sole director cannot also be the secretary |
| Beneficial ownership register | Register of registrable controllers, with details filed on ACRA’s central register | Not public; nominee director status has been public since 2025 |
| Tax | 17% corporate income tax, with partial and start-up exemptions (as of 2026) | Foreign income is taxed when received: check the exemptions and section 10L |
| Annual obligations | Financial statements, AGM, annual return, tax returns | Small companies can be exempt from audit |
| Bank account | A separate application, reviewed independently by the bank | Explain the business link to Singapore and the source of funds |
Frequently asked questions
What does a foreign owner need to run the company from Singapore in person?
The company itself does not need its shareholders to live in Singapore. But a foreigner who wants to work there, including as the resident director, usually needs a work pass from the Ministry of Manpower, such as an Employment Pass. Passes are assessed on criteria such as salary and qualifications, the authorities decide whether to approve them, and family members apply separately. Plan the incorporation and the pass application together.
Can someone act as a nominee resident director?
Yes, but a nominee director is still a director in law and must carry out a director’s duties. Since 16 June 2025, companies must file details of nominee directors, nominee shareholders and their nominators with ACRA: whether a director is a nominee is shown publicly, while nominators’ details are open only to the authorities. Anyone acting as a nominee director by way of business must also be arranged through a corporate service provider registered with ACRA.
If the directors meet and decide abroad, is the company still tax resident in Singapore?
Not necessarily. A company is tax resident in Singapore if its control and management are exercised there, which usually means where the board meets and makes strategic decisions. A non-resident company cannot get a Singapore certificate of residence to claim treaty benefits, and cannot claim the start-up exemption. The country where the directors are may also treat the company as resident there under a place-of-effective-management test.
Does a Singapore company still need to file if it is not trading?
Yes. A company that is not trading still files its annual return with ACRA. A dormant private company with total assets of no more than S$500,000 need not hold an AGM, and a qualifying dormant company can ask the Inland Revenue Authority of Singapore (IRAS) to waive its tax return. If you are sure you no longer need the company, you can apply to ACRA to strike it off once the conditions are met.
How can a professional adviser help?
Nextrate starts from the needs of each case: we help clarify your goals, list the documents required, set out feasible options and the main risks, and work with qualified legal, tax and other professionals where needed. Any bank application, tax outcome or legal effect is determined independently by the relevant institution, case by case.