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SINGAPORE OFFSHORE INFORMATION

As long as no revenue arises from within Singapore or is remitted to the Republic, a company can avoid taxation in Singapore.  This is a well regulated jurisdiction and therefore running costs are high.

ADVANTAGES

Sophisticated infrastructure.  Well regulated jurisdiction

DISADVANTAGES

Sophitication and Good regulation makes this an expensive jurisdiction

CORPORATE LEGISLATION SOURCE

Singapore Companies Act (Chapter 50)

COMPANY STATUS

Ordinary Company

USUAL MINIMUM CAPITAL

No minimum but usually S$300

COMPANY NAME

Prior approval required. Must end 'Private Limited' or 'Pte Ltd'

TIME TAKEN TO INCORPORATE

2 - 4 days

ARE SHELF COMPANIES AVAILABLE

Yes

CAPITAL DUTY

Flat fee of S$300 payable upon incorporation of company

MINIMUM NUMBER OF SHAREHOLDERS

One

ARE BEARER SHARES / SHARES OF NO PAR VALUE POSSIBLE?

No / No

DIRECTORS: MINIMUM NUMBER / CORPORATE DIRECTORS ALLOWED / LOCATION

One / No / At least one must be resident

SECRETARY: MANDATORY / CORPORATE SECRETARY ALLOWED / LOCATION

Yes / No / Must be resident

IS THERE A REQUIREMENT FOR A REGISTERED OFFICE / REGISTERED AGENT

Yes / No

IS THERE A REQUIREMENT BY THE AUTHORITIES PRIOR TO INCORPORATION OR PRIOR TO TAX STATUS BEING GRANTED

Names, Address, Nationality and  Passport Number of directors & shareholders and intended trading activities of the Company

INFORMATION AVAILABLE ON PUBLIC FILE

Share Capital / Directors / Shareholders / Charges / Debentures / Accounts

DOCUMENTS TO BE KEPT AT REGISTERED OFFICE

Minute Book, Register of Shares, Directors & Shareholders

CORPORATE BOOKS AND SEAL

Yes

ACCOUNTS REQUIRED / FILED

Yes / Yes with Companies Registry (if not an Exempt Company) and Income Tax Authorities

ANNUAL RETURN REQUIRED

Yes

WHERE ARE MEETINGS TO BE HELD

No restrictions

ANNUAL FEES PAYABLE TO THE GOVERNMENT: TAX / ANNUAL RETURN FILING FEE

The first S$100,000 are tax free. Generally, profits earned outside Singapore are not subject to tax. Tax returns are required to be submitted annually, prepared on a time spent basis.

ARE THERE ANY EXCHANGE CONTROLS

No

DOUBLE TAX TREATIES

Numerous

INTRODUCING SINGAPORE

Singapore is a leading international financial centre and most major international banks and financial institutions have offices in the country. Its financial markets range from traditional retail banking services through international markets such as the Asian Dollar market and financial futures, to the equity capital market of the Stock Exchange of Singapore. The Asian Dollar market centred in Singapore has steadily expanded from US$390 million as at end 1970 to US$340 billion in 1989. The insurance and shipping industries are well established components of the commercial infrastructure and corporate management and trustee services are available from a number of firms.

Offshore investors are also well serviced by reputable merchant banks, other financial institutions and investment management companies offering a diverse range of sophisticated financial services. All major international accounting/audit firms have offices in Singapore and legal services are available from both local and foreign international firms of solicitors.

COMPANIES

A company incorporated in Singapore may be limited by shares, by guarantee or may be an unlimited company. All companies may be either public or private with limited or unlimited liabilities.

Company incorporation is made by registration under the Singapore Companies Act.

Every company incorporated in Singapore must have at least one director, whom must be ordinarily resident in Singapore. Corporations are not permitted to act as directors or secretaries of Singapore incorporated companies. The secretary of a private limited company need not be a qualified person as described by the Companies Act. A company need only have one registered shareholder.

ACCOUNTS

Companies incorporated in Singapore may maintain their accounting records outside Singapore provided that sufficient information to enable the preparation of financial statements is forwarded to and maintained at the registered office of the company in Singapore.

No audited accounts need to be filed if shareholders are individuals and provided that turnover does not exceed S$5 million. Management accounts are required to be filed.

TAXATION

In general, Singapore imposes income or company taxes on the net income of residents from sources within Singapore and on foreign source income if remitted into Singapore. Non-resident companies or businesses are taxed in Singapore on income derived from sources within the Republic. A corporation is resident in Singapore if the control and management of its business is exercised in Singapore.

Tax returns must be filed with the Controller of Income Tax even if the company is inactive.