Foreign businesses willing to make their presence in Singapore can extend a branch office in Singapore.
The registered branch office in Singapore acts as an extension of the business of a foreign company that has its business registration outside Singapore.
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Singapore Branch Office Setup Requirements
- One Resident Agent
- One Corporate Shareholder
- One Registered Branch Office in Singapore
Singapore Branch Office taxation
Any Singapore Branch Office is counted as a non-resident business/company in terms of taxation. According to the local rules, non-resident companies do not qualify for tax incentives for new start-ups; thus, most foreign companies opt for a Singapore Subsidiary Company over Singapore Branch Office.
Singapore Branch Office Features
- The branch Name must match the parent company’s name
- The branch office must include one staff (Singapore resident or foreign individual) who works as an agent and manages the administrative work
- The branch does not have a different legal identity from the parent company as it works as an extension of the parent company
- Branch staff relocating from a foreign country must have an Employment Pass
- The branch must follow the parent company’s Article of Memorandum to perform activity and business
Benefits of opening a Singapore Branch Office
- It enables foreign companies to explore opportunities in Singapore’s business market and expand their businesses
- It works as a great platform for building a business name
- It creates a direct connection with Singaporean distributors and local agents
Drawbacks of opening a Singapore Branch Office
- It does not count as a resident company, so you will not be to qualify for local tax benefits
- The branch office does not have a separate identity from the parent company, and the parent company will be responsible for all its debts
- The parent company must submit audit accounts and annual reports within two months before the branch office general meeting. All Singapore Branches, (unless exempt) are required to prepare audited profit and loss account which complies with the Accounting Standards and give a true and fair view of the profit or loss arising out of their operations in Singapore, and audited statement showing their assets used in and liabilities arising out of their operations in Singapore, and lodge these documents with ACRA
Things to Note
If you have decided to open your Singapore Branch Office, you must follow these steps
- Register your Singapore Branch Office. We at IMC can help you register your Singapore branch office
- According to the Singapore All Companies Act, you must appoint a company agent to represent the company. The agent can be a local Singaporean or a foreign employee with Employment Pass. Conversely, you can also choose our nominee representative services to fill the post
- All foreign companies willing to open an office branch in Singapore must include the services of a professional service firm in Singapore
Also, note that the Employment Pass Application must only be made after completing the Singapore branch office registration successfully.
What documents do you require to set up Singapore Branch Office?
For the registration of a Branch Office in Singapore, a Singapore-based professional service agency. IMC can help you with the registration of your Branch Office in Singapore. We would require the following documents for the registration of your Branch Office in Singapore:
- A certified copy of the foreign parent company’s Incorporation Certificate
- A Memorandum and Articles certified copy
- Details about Singapore Branch Office directors, like personal information, passport number and nationality
- A memorandum prepared by the foreign parent company or its Singapore-based professional service provider (on its behalf) specifying local directors’ power in the board (if any)
- A Power of Attorney or Memorandum with the names of two or more Singapore residents who would have the power to engage in company services and receive official notices sent to the company as authorised agents
Step 1: Submit Branch Office Registration Application with incorporation information
After receiving your application or incorporation request with incorporation details, we will
- Check the availability of your proposed name of the company
- Communicate with you for advice and clarifying queries if needed
- Send you our service invoice
Step 2: Payment
When the invoiced amount for the services is received, we shall start drafting the paperwork necessary for incorporation.
Once we receive the payment mentioned in our service invoice, we will prepare incorporation documents. We can accept payment through cheques, cash, telegraphic transfer and even debit card* payments.
*Includes Admin surcharges
Step 3: Register your Branch office and open a corporate bank A/C
After you sign the incorporation documents, we will further register your branch office in Singapore with ACRA Accounting and Corporate Regulatory Authority of Singapore. Once your Singapore Branch Office is successfully registered, we will open a corporate bank account for your branch office.
Step 4: Make Employment Pass Application
At IMC, we submit all Employment Pass Applications digitally to MOM for faster processing and result.
- MOM or Ministry of Manpower in Singapore takes 1 to 15 working days to process the EP application
- After receiving the In-Principal Approval letter, we make arrangements to collect your EP
The EP application is only possible after the successful branch incorporation. Also, it is not mandatory to be present in Singapore during application processing.
Registration of Branch Office in Singapore
Following are the services we offer for incorporation of your Branch Office in Singapore
- Reservation and Name Check
- Execution of incorporation documents and Memorandum and Articles of the company
- Arrangement of registration forms
- Branch office registration
- Government and professional fees filing
Resident Nominee Agent in Singapore
Singapore Companies Act requires you to have Singapore-based authority agents for your Branch Office registration in Singapore. We can help you if you do not have a local Singapore agent for your branch office. Our Resident Nominee Agent service depends upon the following conditions
- The nominee agent will not engage in the company’s administrative and financial management as the service will be provided to address statutory compliance
- The branch office must engage one or more directors who would have the power to handle company operations
- Satisfaction with all initial and ongoing requirements regarding KYC
- You must execute the indemnity agreement of our Nominee Agent
We also take a security deposit to provide the Nominee Agent Services, which is an addition to the service fee. The security fee is refundable, and you can terminate the service anytime, according to your wish. However, you must immediately appoint a new Singapore resident agent in its place to maintain the statutory requirements.
Registered Branch Office Address
According to the All-Company Act of Singapore, all incorporated companies must have a Singapore-based registered office address for functioning in the city-state.
- All the incorporated companies must have a Singapore-based registered office address for professional interaction and activities
- IMC can provide an honourable registered office address
- In case of premature termination of this option, all unused money will be refunded at a pro rate
Company Formation in Singapore - FAQ
Does a foreigner need to visit Singapore to establish a company?
No, you do not have to be physically present in Singapore to set up a company.
What are the key requirements for setting up a Singapore company?
- A company needs to have at least one shareholder who can be a local or foreign individual or company
- At least one of the directors must be a natural person, above the age of eighteen years old, and a resident of Singapore
- A shareholder who is a natural person can also be a director of the company
- A qualified company secretary has to be appointed. The secretary must be a resident of Singapore
- Company must have a physical, local address in Singapore
- The company must have a paid up capital of at least $1
What are the minimum and maximum number of shareholders a company can have?
A Singapore Private Limited Company (LLC) registration requires at least 1 shareholder. A Private Limited Company can have a maximum of 50 shareholders.
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