Your Singapore company, run end to end.

Entity types and how to choose

Most foreign founders end up with a Private Limited Company (Pte Ltd), which gives clean separation of personal and company liability, eligibility for the full slate of Singapore tax incentives, and the smoothest path to opening a corporate bank account. A Pte Ltd can have up to 50 shareholders, foreign or local, and at least one ordinarily resident director.

Other options exist for narrower situations. A Branch Office registers a foreign parent in Singapore but exposes the parent to Singapore tax on Singapore-sourced income and treats Singapore activities as the same legal entity. A Representative Office permits market research and liaison only and may not engage in revenue-generating activities. A Sole Proprietorship or Partnership exposes the owner’s personal assets and is rarely the right choice for foreign founders. A Limited Liability Partnership (LLP) is sometimes used by professional services firms.

Pre-incorporation requirements

Five things must be ready before you submit to ACRA. Company name reserved through BizFile+ (typically approved in one to three hours, longer if the name resembles an existing one or contains controlled words such as bank, insurance, finance). SSIC codes for principal activities (Singapore Standard Industrial Classification, this drives banking eligibility, certain license requirements, and statutory grants). Share capital structure (a minimum of S$1, but practical capital starts at S$1,000 to S$10,000 to satisfy banking due diligence). Registered office in Singapore (a physical address, not a P.O. box). At least one ordinarily resident director who is a Singapore citizen, Permanent Resident, or holder of an Employment Pass / EntrePass / Dependent’s Pass.

The actual filing

With pre-incorporation requirements in hand, the filing on BizFile+ is straightforward. ACRA fees for the standard case are S$315 in total: S$15 for name reservation and S$300 for incorporation. The filing returns a Unique Entity Number (UEN) and the Certificate of Incorporation, normally within the same business day.

Common pitfalls and how to avoid them

The mistakes we see most often. Wrong SSIC code, which can trigger unnecessary licensing requirements or, conversely, fail to qualify the company for banking due diligence as a real operating business. Under-capitalization, where a company files at S$1 share capital and then struggles with banks who treat the company as not credibly capitalized. Forgetting the six-month secretary deadline, which carries ACRA penalties. Choosing the wrong director model, where a hastily appointed nominee creates governance ambiguity later.

The legal requirement

An ordinarily resident director must be a Singapore citizen, Singapore Permanent Resident, or holder of a long-term pass (Employment Pass, EntrePass, or Dependent’s Pass). The requirement is not waivable. Companies that fail to maintain a resident director are in breach of the Companies Act and risk strike-off proceedings by ACRA.

Why a nominee is often the cleanest path

The alternatives to a nominee director are slower and more expensive. Relocating a founder requires an Employment Pass application (typically four to eight weeks of processing if the founder qualifies, longer for harder cases) and a real intention to live in Singapore. Hiring a local director means committing to a senior Singaporean salary at a stage where the company may not need a full-time executive. Promoting an existing local employee to director-level only works if you already have one. A nominee director fills the statutory gap immediately while you decide which of the longer-term paths fits the business.

What a nominee director actually does (and does not do)

A properly structured nominee is a name on the ACRA register and a signature on the documents that statutorily require a director’s signature. The nominee does not run the business, does not have signing authority over the bank account beyond what the founder explicitly grants, and does not make commercial decisions. The founder runs the company and retains full operational control.

The nominee is, however, a real director under Singapore law and carries fiduciary duties. The Companies Act does not distinguish between “real” and “nominee” directors. Any director can be held personally liable for breaches of the Act, fraudulent trading, or wrongful trading. A nominee who agrees to a structure that violates the Act is on the hook the same as any other director.

Common mistakes

The mistakes we see. Cheap nominees, often individuals offering the service informally for a few hundred dollars per year, who go uncontactable when ACRA needs a signature or when the company faces a regulatory enquiry. Missing or one-sided indemnities, where the nominee bears all the risk and the founder bears none, leading to a nominee who quits at the first sign of trouble. Mismatched authority, where the founder gives the nominee operational authority by default and discovers it later. No succession plan, where the nominee director resigns or becomes uncontactable and the company has no resident director, triggering a 6-month clock under ACRA rules to find a replacement.

The state of Singapore banking in 2026

Three categories of bank serve corporate customers in Singapore. The Tier 1 banks (DBS, OCBC, UOB) handle the majority of corporate accounts and offer the broadest service set, but apply the strictest KYC. The international banks (HSBC, Standard Chartered, Citi) tend to be friendlier to companies with global parents or international transaction needs. The digital-first players (Wise Business, Aspire, Airwallex) onboard fastest and serve a real need for early-stage companies, but offer narrower service (less lending, fewer cash management features, generally no relationship banking).

Documentation required

Every bank application requires a similar packet, even though specific forms differ. Certified true copies of incorporation documents: Certificate of Incorporation, Constitution, latest BizFile profile. Board resolution authorizing account opening and naming signatories. KYC for every director and beneficial owner: passport, address proof (recent utility bill or bank statement), source of wealth declaration. Business plan: description of operations, expected transaction volumes, counterparties, geography. Tax residency certifications (CRS / FATCA forms).

The interview

Tier 1 banks generally require an in-person interview with a director. EP holders and locals get easier processing because the bank can see who they are dealing with. A founder traveling to Singapore for a single half-day, with no local hires and no Singapore-based director attending, increasingly fails the interview not because of any specific objection but because the relationship manager cannot satisfy themselves about substance and intent.

Timeline

For a clean Tier 1 case, the timeline is four to twelve weeks from application to live account, with most of that time spent in due diligence rather than at the front desk. International banks similar. Digital-first onboards are typically one to three weeks. Complex structures (multi-jurisdiction shareholders, ultimate beneficial owners with sanctions exposure, unusual industries) can stretch the timeline materially or end in rejection.

Common rejection reasons

The patterns. Lack of substance, addressed by the active site management discipline above. Unclear business model or one that maps to a high-risk SSIC code in the bank’s risk taxonomy. Prior bank rejections, which other banks see and treat as a red flag. Sanctioned-country links in the shareholder chain or the customer base. Unverified source of funds, particularly relevant for first-time founders without an obvious wealth history.

The standard

The Companies Act sets the threshold at “sufficient to explain transactions and financial position”. SFRS or SFRS for SE provides the structural framework. Practically, this means a chart of accounts that maps cleanly to the financial statements, transaction-level records that tie to source documents (invoices, receipts, contracts, bank statements), and a process that closes the books month by month rather than scrambling at year-end.

Software choices

Most Singapore SMEs run on cloud-based accounting software. Xero is the most popular for owner-managed businesses, with Singapore-specific GST handling and Singapore bank feeds. QuickBooks Online has a meaningful share, particularly for companies with US parents who are already on QuickBooks elsewhere. MYOB is the legacy choice with a long Singapore history. Sage is common in mid-market companies with more complex needs. NetSuite sits at the larger end. The right choice depends on transaction volume, multi-currency needs, and what your auditor (if you need one) prefers.

The monthly process

A disciplined monthly close looks the same regardless of software. Bank reconciliation: every bank account reconciled to the statement. Accounts receivable and accounts payable: invoices in, invoices out, aging reviewed. Payroll: wages calculated, CPF and SDL filed, payslips issued. GST: quarterly returns prepared if registered. Management reporting: P&L and balance sheet reviewed against budget. Period close: journals reviewed and posted, books locked.

GST in practice

GST is currently at 9% (raised from 8% in January 2024). Registration is mandatory once taxable turnover exceeds S$1M in a 12-month period (or is reasonably expected to). Voluntary registration is available below the threshold and is sometimes useful for companies that incur a lot of input GST but do not yet have S$1M of revenue. Returns are filed quarterly, with payment due one month after the quarter end. Late filing carries fixed penalties plus interest on the outstanding GST.

Common mistakes

The pattern. Mixing personal and company expenses, especially common in early-stage owner-managed companies, which makes the books harder to clean and creates audit risk. Not reconciling regularly, which lets errors accumulate until the year-end close becomes a forensic exercise. Missing GST registration, which leads to retroactive registration and penalty. Poor receipt management, which creates problems when the auditor or IRAS asks for substantiation. Treating bookkeeping as a year-end task, which makes management reporting impossible and turns tax planning into tax surprise.