Limited Liability Partnership
Set up your company in 3 simple steps:
- Proposed 2 LLP name
- Copies of NRIC and or passport information of partners/managers
- Residential address of partners/managers with proof
- Brief description of business activities (Max 2 activities)
- Registered office address
- Consent to Act as Manager and Declaration of Non-Disqualification to Act as Manager
- Declaration of compliance
- If Corporate Shareholder requires a certificate of incorporation, constitution, business profile, and board resolution by the parent company
- LLP Agreement: Optionally prepare an internal agreement outlining partner roles and responsibilities, although it’s not required for registration.
Once approved, your name is reserved for 120 days (4 months). If you don’t get registering with ACRA within 120 days, your name will be released and you’ll have to fork out another $15 to reapply. If the application required to get approval from other government agency then may have a longer processing time.
The registration can be completed in one day, provided all partners/authorized representatives have endorsed the online application. It may take up to two months in unusual circumstances, where ACRA has to refer the registration application to other government agencies for review. Upon successful registration, you will be notified via mail and the partnership will be issued with a registration number (UEN). Soft copy of business profile can be retrieved online in Bizfile.
Create a Corpass account
Business licenses and permits specific to your sector
Bank account opening
GST registration if turnover exceeds S$1m
File an annual declaration of solvency or insolvency
Setup Requirement
Minimum 2 partners (Individual/corporate entity)
Minimum 1 manager who must be a Singapore Resident
Singapore registered office address
- No limit to maximum number of partners
LLP is separate legal entity which can own property, sue or be sue as every legal entity.
LLP can be an individual, a local company, a foreign company or another LLP.
LLP is a legal entity separate Liability from its partner, each partner is personally responsible for liabilities arise from his wrongful act and claims can be made against his personal assets.
If a partner in the course of business of the LLP, becomes liable to any company/person through wrongful acts, the LLP in this case liable to the same extent as partner. Claims therefore can be made against the LLP to full extent of its assets. Partners not personally liable for debts and losses of LLP incurred by other partners. Natural persons on personal income tax, while fr companies is on corporate tax rules.
Partners are not personally liable for debts and losses of LLP incurred by other partners.
Natural persons are subject to personal income tax, while companies are subject to corporate tax rules.
An LLP has perpetual succession until it is wound up or struck off. Any change in the LLP, either through the death or resignation of partners, does not affect its rights, liabilities, and existence.
Governed by limited liability partnership agreement.
A proposed new partner can join only with the consent of all existing partners.
LLP must submit annual declaration of solvency or insolvency.
At least one local resident manager can be a Singapore citizen, permanent resident, or holder of an Entrepass/ Employment Pass.
Foreigners who wish to present in Singapore to manage the operation of LP must seek approval from the Minister of Manpower after LP registration.
Fewer formalities, procedures and regulatory duties to comply with compared to a company.
FAQ
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How much share capital do I need?
There is a low cost to start up a company in Singapore, as low as S$1. You can inject more funds into the business later on, and shares can be issued without receiving money from shareholders. This is legalised and make sure the amount is paid.
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Do I need a company address?
Yes, all Singapore companies require a local registered address, which cannot be a P.O. Box. The purpose is to enable members of the public to contact the office if necessary or facilitate the delivery of any legal documents.
If you don’t have an office address in Singapore, you can use a virtual office address or use B6 service for your office address registration.
If you run a small-scale business from your home, you may use your residential address as the office address under the Home Office Scheme. You must get approval under the Home Office Scheme before submitting your application to incorporate your company.
Approval from Housing Development Board for HDB flat and Urban Redevelopment Authority (for private residential properties). -
When should I set my financial year end to maximise tax savings?
Newly incorporated company to have their 1st Financial year end as close to 12 months as possible to take advantage of the tax break for the first three consecutive YAs to maximise the coverage of the tax exemption for a new startup company. As IRAS will count financial periods longer than 12 months as two YAs for tax exemption reasons.
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Can foreigner open a company in Singapore?
Yes, foreigners can register a company and own 100% shareholding
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What is corporate shareholder and I need one?
A corporate shareholder is a business entity that holds shares in another limited company. This designation encompasses various entities, including another limited company, a limited liability partnership (LLP), or a non-profit organisation or charity.