One
of the common forms of company legal entities is a private limited company. A
private limited company is a business entity registered under the Singapore
Companies Act. Chapter 50 where the number of shareholders is limited to 50. A
company has its own legal identity, separate from its shareholders (who own the
company) and its directors (who manage the company).
To
set up a company, you need to have a minimum of one shareholder, one director
and one company secretary. A shareholder may be a corporation or an individual.
Any person above the age of 18 years may be appointed as a director.
At
least one director and the company secretary must be a resident of Singapore.
Companies without a Singapore resident director can appoint a nominee director.
The shareholder can also as director. If the Company has only a shareholder cum
director, he cannot act as the company secretary. There is also a minimum
initial paid-up capital of $1. A company must have a registered address in
Singapore.
Any
Singapore resident citizen, Singapore Permanent Resident or Singapore Employment
Pass/Entrepass/Dependent Pass holder can be a nominee director. A nominee
director will not have any role in the company except to satisfy the statutory
requirements of a local resident director for your company.
Any
person with his place of residence in Singapore can be the company secretary.
The Singapore Companies Act requires all Singapore companies to appoint a
company secretary to handle ongoing statutory compliance matters.
A
company is required to hold its first Annual General Meeting (AGM) within 18
months of its incorporation. Subsequent AGMs must be held every calendar year
and the interval between AGMs should not be more than 15 months.
The
annual return must be filed with the Accounting and Corporate Regulatory
Authority (ACRA) within one month after the AGM. For non-public listed
companies, accounts presented at the AGM shall be made up to a date not more
than 6 months before the AGM.