There are many kinds of business entities in Singapore.

Before registration, you should be aware of what kind of business entity is most suitable for your business needs.

According to the Singapore Business Registration Act, all individuals or institutions conducting business activities in Singapore are required to register with the Singapore Accounting and Enterprise Regulatory Authority (ACRA), and ACRA must be notified of any details of changes in owners, managers or business partners within the specified period of time.

1. Singapore-incorporated companies encompass private limited companies and public limited companies

If there are fewer than 50 shareholders, the business can be registered as a private limited company. If the number of shareholders exceeds 50, the business must be registered as a public limited company.

The private limited company is the most common enterprise type in Singapore. It is an independent legal entity, and shareholders only bear limited liability for the company. One example of the limited liability company is the subsidiary.

2. Exempt private company

An exempt private company is a kind of private limited company, of which the number of shareholders cannot exceed 20 and shares cannot be held by the company. Exempt private companies are required to prepare unaudited statements, also known as accountants' reports, for filing at the AGMs and with the ACRA.

3. Branches of overseas companies in Singapore

Branches of overseas companies that are set up in Singapore are considered an extension of the head office. Legally-speaking, the branch and the head office belong to one legal structure: the head office shares liability with its branches. However, in some cases, branches can use the qualifications of the head office or include its projects within its portfolio, such as for construction companies.

4. Representative Offices (RO)

This refers to a representative office set up in Singapore by overseas companies. A RO may conduct commercial market research or business coordination activities, but may not engage in commercial activities.

Differences among limited liability companies, representative offices and branches

Type	Singapore Limited Liability Company (LLC)	Singapore Representative Office(RO)	Singapore Branch
Organization name	Company name can differ from the head office	Company name must be the same as the head office	Company name must be the same as the head office
Business scope	Can engage in various businesses	Can only carry out market research or business coordination activities	Scope must be identical to parent company
Suitable for	Local or foreign companies wishing to expand their business in Singapore	Foreign companies wishing to set up temporary organizations in Singapore to conduct research and act as liaison offices	Foreign companies wishing to expand their business in Singapore
Drawbacks	Have to keep up to date on compliance regulations, such as financial reporting, auditing, etc	Unable to partake in any business ventures that yield profits due to its status as a temporary organization	Have to keep up to date on compliance regulations, such as financial reporting, auditing, etc
Ownership	Shares can be 100% local-owned or foreign-owned	No shares to take ownership of	100% foreign-owned
Independent Legal Entity	Yes	No	No
Maximum number of shareholders	No limit	Not applicable	Not applicable
Minimum requirements for establishment	At least 1 shareholder, who can be an individual or a local or foreign holding company with 100% share ownership At least 1 director residing in Singapore	A representative from the main office, relocated to Singapore, must be appointed	At least 1 local agent residing in Singapore must be appointed
Limited Liability	Yes	No	No
Audit required	Yes	No	Yes
Annual return and tax declaration required	Yes	No	Yes
Annual tax declaration	Audit report of the subsidiary should be submitted	Not applicable	Audit reports of branches and parent company should be submitted
Tax treatment	Taxed as a Singapore tax resident entity and subject to tax benefits	Not applicable	Tax benefits are not applicable as a non-resident tax entity
Validity of registration	Permanent until cancellation	Maximum 3 years	Permanent until cancellation

5. Sole proprietorship (individual)

This is a business entity applicable to Singapore citizens or Singapore Permanent Residents. Such business entities have unlimited liability.

6. General partnership

A general partnership is not a separate legal entity. In other words, partners of the partnership bear unlimited liability for debts and obligations arising from the operation of the enterprise.

7. Limited Partnership

A limited partnership is not an independent legal entity. A limited partnership must have at least two partners: one general partner and one limited partner. The general partner is liable for all debts and obligations of the limited partnership, while the limited partner shall only be liable for debts and obligations within the agreed capital contribution.

8. Limited Liability Partnership (LLP)

A LLP must be registered with the Accounting and Corporate Regulatory Authority of Singapore (ACRA) in accordance with the Singapore Limited Liability Partnerships Act 2005. An LLP is essentially a partnership undertaking with limited liability, where the LLP is a legal entity with legal personality independent of that of the partners. In other words, partners of a limited liability partnership bear limited liability for the debts and obligations incurred by the enterprise.