How to Register a Private Limited Company in Singapore?: Complete Guide

Singapore is one of the most business-friendly destinations in the world, attracting entrepreneurs with its pro-business policies, low corporate tax rates, and robust legal framework. If you’re planning to start a business in Singapore, registering with the Accounting & Corporate Regulatory Authority (ACRA) is a must. Among the various business structures available—such as branch offices, sole proprietorships, and public limited companies—the Private Limited Company (Pte Ltd) stands out as the most preferred option.

Why? Because a Private Limited Company offers flexibility, credibility, and tax efficiency, making it ideal for both startups and established businesses. It provides limited liability protection, allows easy scalability, and enhances your company’s reputation in the eyes of investors and customers. Unlike other structures, it gives you the freedom to expand without major legal hurdles.

In this guide, we’ll discuss the process to register a Private Limited Company in Singapore, its eligibility criteria and advantages of starring a Pte Ltd company. 

What is a Private Limited Company in Singapore?

A Private Limited Company is a legal entity separate from its shareholders and directors. This means it can own assets, enter into contracts, sue or be sued, independently of its owners. One key feature is limited liability—shareholders are only liable up to the amount of their capital investment.

Key Features of a Singapore Pte Ltd Company:

• Separate legal identity
• Limited liability for shareholders
• Eligible for corporate tax exemptions and incentives
• Can be 100% foreign-owned
• No capital gains tax
• No tax on dividends distributed to shareholders

Requirements For Private Limited Company Registration In Singapore

Some of the major requirements for private limited company registration in Singapore are as follows:

• The company requires one resident director.
• The company must have a secretary in Singapore.
• There should be a registered address of the company.
• The company name must be approved.
• A threshold of S$1 in starting is required as the paid-up capital.

Additional Requirements for Company Registration

1. Company Stamp

Although not mandatory, a company stamp adds credibility. It typically includes your UEN, company name, and registered address.

2. Corporate Tax Filing

Singapore Pte Ltds must file annual tax returns on their taxable profits by 30th November each year. Once taxes are paid, dividends (which are tax-free for shareholders) can be distributed.

3. Corporate Bank Account

Opening a business bank account in Singapore often requires the physical presence of directors/shareholders, along with:

• Incorporation certificate
• Business profile from ACRA
• Constitution (Memorandum & Articles)
• Board resolution
• Identity & address proof

4. Financial Year End (FYE)

Newly registered companies can set their own FYE. For maximum tax exemption under the Startup Tax Exemption Scheme, a 365-day financial year is advisable.

5. Annual General Meeting (AGM) & Annual Return Filing

All Pte Ltds must hold an AGM annually (exempted in the first year). Financial statements must be presented to shareholders, and annual returns must be filed with ACRA within one month of the AGM.

How to Register a Private Limited Company in Singapore?

Follow this step-by-step process to incorporate your Pte Ltd with ACRA:

Step 1: Choose and Reserve Your Company Name

Your proposed company name must be:

• Unique and not identical to existing entities
• Free of offensive or trademarked words
• Approved by ACRA via the BizFile+ portal

Step 2: Appoint Directors and Shareholders

You need at least:

• 1 resident director (Singaporean permanent resident, or valid EP holder)
• 1 shareholder (can be individual or corporate; 100% foreign ownership allowed)
• Foreign entrepreneurs without a local director can use a nominee director service.

Step 3: Appoint a Corporate Secretary

Within 6 months of incorporation, a qualified Singapore-based company secretary must be appointed to ensure regulatory compliance.

Step 4: Provide a Local Registered Office Address

Every company must register a physical local address for official correspondence (no P.O. boxes).

Step 5: Register the Company with ACRA

Once the above steps are fulfilled, you can officially register your company through BizFile+ Singapore’s official online filing system.

Schedule a free consultation with our experts from OnDemand International to handle your registration end-to-end.

Documents Required to Register a Private Limited Company in Singapore

In order to successfully proceed with private limited company registration in Singapore, you must prepare the following documents:

• Approved company name
• Details of directors, shareholders, and company secretary
• Registered office address
• Identification documents of directors and shareholders (passport/NRIC for locals)
• Proof of residential address of directors and shareholders
• A declaration of compliance signed by a company secretary

Benefits of Registering a Pte Ltd Company in Singapore

Limited Liability Protection: Shareholders are only liable for the amount they invest, protecting their personal assets from company debts or legal claims.

1. Separate Legal Entity 

The company can own property, enter contracts, and be sued independently of its directors or shareholders, ensuring continuity even if ownership changes.

2. 100% Foreign Ownership 

Foreign entrepreneurs can fully own and control a Pte Ltd company without needing a local partner, making it ideal for global expansion.

3. Attractive Tax Regime 

With a corporate tax rate capped at 17% and tax exemptions for startups, companies benefit from reduced tax burdens. There’s also no tax on capital gains or dividends.

4. Credibility and Funding Access 

A Pte Ltd structure builds trust with banks, investors, and customers. It also makes it easier to raise capital through share issuance or business loans.

5. Scalability and Flexibility

The structure allows easy transfer of shares, addition of investors, and organizational restructuring as the company grows.

Read More: Advantages & Disadvantages of a Private Limited Company in Singapore

Conclusion

Registering a Private Limited Company in Singapore offers unmatched advantages for entrepreneurs looking to establish a compliant, credible, and scalable business in Asia. With minimal capital requirements, 100% foreign ownership, and robust legal protections, a Singapore Pte Ltd is the perfect launchpad for regional or global expansion.

Need help?

Contact our experts from OnDemand International for fast, reliable, and professional company registration services in Singapore. We’ll guide you through every step—from ACRA filings to nominee director services and corporate banking setup.