Limited Liability Partnership Company Registration

Singapore Limited Liability Partnership

If you are looking for the perfect business structure in which to set up your company, a Limited Liability Partnership (LLP) might just be the thing for you. An LLP merges the convenience of a Private Limited Company with the functionality of a Partnership perfectly.

In Singapore, a Limited Liability Partnership Company provides business owners with the utility that a Partnership provides as well as a separate legal identity for the company that a Private Limited Company possesses. This makes it the best fit for individuals associated with professions such as accountants, architects and lawyers. All Singapore citizens, residents as well as employment pass holders can register an LLP. Individuals living overseas and foreign institutions can also register an LLP but they must appoint a local manager (e.g. Singapore citizens, Permanent residents or holders of EntrePass/ Employment Pass) for the same. The foreigner must engage the services of a registered filing agent (e.g. law firm, accounting firm or corporate secretarial firm) to submit the online application on his/her behalf.

IMC is the topmost company that specializes in company incorporation. Thus, you can appoint IMC to oversee the entire process and get the necessary regulations fulfilled through the Accounting and Corporate Regulatory Authority of Singapore.

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Features of an LLP:

These are some of the salient features of an LLP:

All partners have limited liability in relation to the company
An LLP possesses a separate legal identity in itself
A minimum of 2 partners is a necessity with no maximum limit
Partners can be either individual persons or corporate bodies and institutions

Requirements For an LLP Setup:

These are the required factors to set up an LLP:

A minimum of 2 partners is mandatory
If the owner is a non-resident, a resident of Singapore needs to be the manager
A registered office address in Singapore

Benefits of a Singapore Limited Liability Partnership:

These are some of the advantages that an LLP setup in Singapore enjoys:

Since the company is a legally enforceable entity within itself, the partners are not personally liable for the wrongdoings, debts and losses of other partners. Therefore, a partner is personally liable for his personal wrongdoing or bankruptcy
Since the LLP is a legal entity, any change in the partnership does not affect its daily operations. There are no changes made to the assets or liabilities of the company, except perhaps the partnership ratio of a particular company
The LLP has perpetual succession, which means any change in the partners of an LLP will not affect its existence, rights or liabilities
The compliance requirements of an LLP are easier to commit to than an LLC
There are no annual return filings needed, except for income tax

Limitations of a Singapore Limited Liability Partnership

These are some of the limitations of an LLP in Singapore:

There are certain regulations when it comes to the transfer of ownership of the company if needed
It does not have the goodwill and reputation that an LLC inspires

Taxation in a Singapore LLP:

When an individual is a partner in a Singapore LLP, his income from that venture will be taxed at the currently ongoing personal income tax rate. If the case is such that the owner of the LLP is a corporate entity, the income will be taxed at the currently ongoing rate for companies.

Process

In order to proceed with the registration of your LLP, you have to submit the required documents and processing fee. We will verify all documents and do the due diligence on all matters pertaining to the registration. Please follow the steps below:

Submit the required documents
We will check the availability of the proposed name of your LLP
Furthermore, we will do any required follow-ups regarding any query that you or we might have
You will be issued an invoice for the usage of our services

Upon receiving the payment for our services, we will move forward with the registration of your LLP. All documents will be compiled and arranged and we will conduct the registration of your company on your behalf. After the company has been successfully registered, you can then go ahead and open a corporate bank account for your company.

Registration of Singapore LLP:

This is a list of the services that we provide in the course of the registration of your Singapore LLP:

Verification of the company name and its reservation
Provision for the MOA and relevant Articles and clauses of the LLP
Provision for the relevant registration forms
Resolution for opening a corporate bank account for the LLP
Our professional fees are inclusive of all other taxes and fees required for registration
Providing the E-Certificate of Incorporation
Providing the Company common seal
Provision of a comprehensive Compliance Corporate Kit. (This will include the Company seal, Share Certificates, Register and Minutes Book.)
Providing the minutes of the first board meeting

Business secretarial

According to the Singapore Companies Act, each Singapore company must choose a company secretary to oversee ongoing statutory compliance issues. As your corporate secretary, we will provide the following services:

Compliance Notification & Reminders for ACRA
Named Business Secretary; twelve-month ACRA registration
Maintaining the legal books and creating the necessary minutes for meetings of shareholders and board members

Company Secretary:

The Singapore Companies Act requires that all registered companies must have a Company Secretary to handle all relevant statutory compliance issues. At IMC, we act as the Company Secretary to your LLP. This package of services includes:

Compliance with all Accounting and Corporate Regulatory Authority of Singapore regulations
Preparation of all relevant minutes for Directors’ and Shareholders’ meetings
The proposed Company Secretary name registered with ACRA for 12 months
Maintaining all statutory books and documents when required

Registered Singapore Office Address:

As mentioned, the Companies Act of Singapore requires that all companies must have a registered office address in Singapore. Thus, IMC provides this facility in Singapore for setting up your LLP.

All Singapore-registered companies require an office address in Singapore for communication purposes
Get a registered office address in a prestigious district of Singapore that provides status to your LLP
Should the option be cancelled before the completion of the contract period, any balance amount will be refunded on a pro-rata basis

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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