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Set Up for Success: Singapore Subsidiary Company Registration Guide

Set Up for Success: Singapore Subsidiary Company Registration Guide

Singapore is an ideal location for many companies worldwide to set up business operations in. Given its attractive business legislation for foreigners and its 100% foreign shareholding benefit, it is little wonder why these companies choose Singapore.

One recommended option for foreign firms to venture into Singapore is to set up a subsidiary company. We delve into this company type and share why it is a strategic solution for these companies.

Start Singapore Subsidiary Company

What is a Singapore Subsidiary Company? 

A Singapore subsidiary company is a company incorporated in Singapore that is wholly or partially owned by another company, often known as the parent company or the holding company. 

The subsidiary company is a separate legal entity from its parent company, which means it has its own rights, liabilities, and obligations.

In Singapore, the subsidiary company is a popular business structure for foreign companies looking to establish a presence in the country. It allows the parent company to maintain control over the subsidiary’s operations while enjoying the benefits of limited liability.

Subsidiary companies in Singapore must ensure compliance with the relevant laws and regulations, including the Companies Act and the requirements of ACRA. 

It is advisable to consult with legal and business professionals to ensure proper setup and compliance with all necessary procedures.

Related Read: How to Register a Company in Singapore: A Local’s Guide »


What Are the Requirements to Register a Singapore Subsidiary Company? 

Here are the key registration requirements you need to fulfil to register a Singapore subsidiary company:

Company Name

Choose a unique name for your subsidiary company and submit it to the Accounting and Corporate Regulatory Authority (ACRA) for approval. 

The name should not infringe on any existing trademarks and should comply with ACRA’s naming guidelines.

Company Director

The subsidiary company must appoint at least one director who is ordinarily resident in Singapore. 

A director must be at least 18 years old, of sound mind, and not disqualified from serving as a director.

Company Secretary

Appoint a qualified company secretary within 6 months of incorporation. 

The company secretary must be a resident of Singapore and have the necessary qualifications and knowledge to fulfill the role.

Shareholders

A Singapore subsidiary company must have at least one shareholder. 

The shareholder can either be a corporate entity or an individual. There are no constraints on the shareholder’s nationality or residency.

Registered Office Address

Provide a local Singapore address as the registered address for the subsidiary company. 

This address will be used for official correspondence, and it must be a physical address and not a P.O. Box.

You may also choose a virtual office address to use as your local registered address.

Paid-up Capital

There is no minimum capital requirement for a Singapore subsidiary company. You can decide on the amount of paid-up capital during the incorporation process. 

The capital can be in any currency and can be increased or decreased after incorporation.

Documents Required

Prepare and submit the necessary documents to ACRA:

  • The parent company’s certificate of incorporation
  • The Singapore subsidiary’s registered office address details
  • Personal particulars of directors, including passport and residential address details
  • Company Constitution
  • Statutory compliance declaration
  • An extract from the Registrar of Companies (ROC) that indicates the company’s current registered address and parent company’s directors
  • Registered address details of the Singapore subsidiary company
  • Signed Consent to Act as Director

Note that all the documents must be in English. Any non-English documents must be translated into the language. Should you engage a corporate services provider such as InCorp, our professionals may require additional documents that are applicable.

How to Register a Singapore Subsidiary Company

There are a few key steps to be taken to complete the registration process of your Singapore subsidiary company. 

Engage a Professional Corporate Services Provider

It is recommended to engage the services of a professional firm or a corporate services provider that specialises in company registration in Singapore such as InCorp. 

We can guide you through the process, ensure compliance with all requirements, and handle the necessary paperwork on your behalf. This is especially so if you are a foreigner or a foreign company setting up a subsidiary company.

Submit Your Application

Your registered filing agent will help you prepare the necessary application forms, including the incorporation application and other supporting documents. These documents will be submitted to ACRA for review and approval.

Pay the Registration Fees

Along with the application, you will need to pay the registration fees to ACRA. The fees vary depending on factors such as the company’s share capital and the number of shareholders and directors.

Await Approval and Incorporation

ACRA will review your application and, if everything is in order, approve the registration. The process typically takes one to three days. Once approved, you will receive a Certificate of Incorporation and a Unique Entity Number (UEN) for your subsidiary company.


What to Do After Incorporating Your Subsidiary Company in Singapore

After successfully incorporating your subsidiary company, there are a few remaining steps to settle to complete the incorporation process. 

Open a Corporate Bank Account

With the Certificate of Incorporation and UEN, you can proceed to open a corporate bank account for your subsidiary company. Choose a reputable bank that suits your business needs.

Fulfil Post-incorporation Personnel Requirements

After registration, ensure compliance with post-incorporation requirements such as appointing an auditor (if necessary) within 3 months of incorporation.

Fulfiling Statutory Obligations

There are several filing requirements that subsidiary companies must adhere to, such as filing the Annual Returns (AR) and holding an Annual General Meeting (AGM). 

Understand Your Tax Obligations

Singapore subsidiary companies are considered tax residents. Hence, they can obtain tax benefits that are usually provided. Subsidiary firms are taxed at the prevailing corporate tax rate of 17%.

You can determine the corporate tax your subsidiary company must pay with our complimentary tax calculator.

Related Read:How to File Corporate Tax in Singapore »


Set Up Your Subsidiary Company in Singapore With InCorp

As Singapore’s trusted company incorporation experts, we are experienced in the establishment of various company types, such as:

  • Subsidiary company
  • Private limited company
  • Offshore company

Engage our reliable experts to guide you through the entire process for your successful setup today!

Contact our team

Eric Chin

Eric Chin

Group Chief Business Development Officer

Business Development & Incorporation Advisory

FAQs

  • Yes, it can be wholly foreign-owned in Singapore.
  • It can be completely owned by the parent company and is seen as a separate legal entity from the parent corporation.
  • You can engage a corporate services provider such as InCorp to manage the set up process for you.

Get Started Now

Take the first step towards establishing your subsidiary company in Singapore. Our expert guidance will ensure you a smooth registration and incorporation process.

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About the Author

InCorp Content Team

InCorp's content team includes talented copywriters from our regional group and globally. We contribute informative, thought leadership, and market-trending articles to guide aspiring business entrepreneurs to a higher level across the Asia-Pacific region.

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