IncorporationPopular๐Ÿ‡ธ๐Ÿ‡ฌ SG

How to Incorporate in Singapore: The Complete Founder Guide

Step-by-step guide to incorporating a private limited company in Singapore via ACRA โ€” covering share structure, directors, costs, and post-incorporation steps.

12 min read1 November 2025

Singapore consistently ranks as one of the world's easiest places to start a business, and for good reason. The Accounting and Corporate Regulatory Authority (ACRA) has streamlined company registration to the point where a well-prepared founder can have a registered private limited company (Pte. Ltd.) within 1โ€“3 business days. This guide walks you through every step โ€” from choosing your business activity code to opening a bank account after incorporation.

Choosing Your Business Structure

The most common structure for startups and SMEs in Singapore is the Private Limited Company (Pte. Ltd.). It offers limited liability for shareholders, is a separate legal entity from its owners, and is eligible for Singapore's startup tax exemption scheme. Sole proprietorships and partnerships are simpler to set up but offer no liability protection โ€” they are generally not suitable for funded startups or businesses with multiple co-founders.

  • Private Limited Company (Pte. Ltd.) โ€” recommended for most startups; limited liability, separate legal entity
  • Sole Proprietorship โ€” no liability protection, simplest to form, suited for freelancers
  • Limited Liability Partnership (LLP) โ€” hybrid; partners have limited liability, no corporate tax rates
  • Variable Capital Company (VCC) โ€” designed for fund structures, not typical operating companies

If you plan to raise venture capital or bring on co-founders, incorporate as a Pte. Ltd. from day one. Changing structure later is expensive and time-consuming.

ACRA Registration and SSIC Code Selection

All Singapore companies are registered through ACRA's BizFile+ portal. You will need to select a Singapore Standard Industrial Classification (SSIC) code that best represents your primary business activity. SSIC codes affect certain regulated industries that require additional licenses โ€” choosing the wrong one can delay your application or trigger unnecessary licensing requirements.

  • Access BizFile+ at bizfile.acra.gov.sg using your Singpass (for Singapore citizens/PRs) or via an authorised filing agent
  • Select up to two SSIC codes โ€” one primary, one secondary
  • Check the ACRA SSIC search tool to find the most accurate code for your activity
  • Industries like financial services, healthcare, and education require additional regulatory approvals beyond ACRA registration
  • The government fee for incorporation is S$315 (includes name application and incorporation filing)

Use a professional filing agent (like Nexub) if you are a foreign founder without Singpass access. Filing agents can submit on your behalf and ensure the correct SSIC code is selected.

Share Structure and Shareholders

Singapore law requires at least one shareholder at the time of incorporation. A Pte. Ltd. can have a maximum of 50 shareholders. The minimum paid-up capital is just S$1, making it very founder-friendly. You can issue ordinary shares or multiple classes of shares (e.g., preference shares for investors). All share issuances and transfers must be reflected in your company's register of members.

  • Minimum 1 shareholder, maximum 50 shareholders for a Pte. Ltd.
  • Minimum paid-up capital: S$1 (no minimum capital requirement)
  • Ordinary shares carry voting rights; preference shares can have customised terms
  • Shareholders can be individuals or corporate entities โ€” both local and foreign
  • All shareholders must be named in the company's Memorandum and Articles of Association (M&AA)

Director Requirements and Nominee Directors

Every Singapore Pte. Ltd. must have at least one director who is ordinarily resident in Singapore. This means a Singapore Citizen, Singapore Permanent Resident, or an Employment Pass or EntrePass holder. If you are a foreign founder without Singapore residency, you will need to appoint a nominee local director to satisfy this requirement.

  • At least one director must be ordinarily resident in Singapore
  • Directors must be at least 18 years old and not bankrupt
  • Foreign founders can use a professional nominee director service while they apply for an Employment Pass or EntrePass
  • A nominee director is a real person who takes on legal directorship responsibilities โ€” choose a reputable provider
  • Directors are required to act in the best interests of the company and are personally liable for certain statutory obligations
  • Within 6 months of incorporation, you must appoint a company secretary (a separate role from director)

Nexub's Leap package includes a nominee director arrangement for foreign founders, along with a corporate secretary and registered office address.

Timeline, Costs, and Post-Incorporation Steps

With all documents in order, ACRA typically approves applications within 1โ€“3 business days for straightforward cases. Regulated industries can take longer. Once approved, you'll receive a Certificate of Incorporation (digitally via BizFile+) and your Unique Entity Number (UEN).

  • Government fees: S$315 total (S$15 name application + S$300 incorporation filing)
  • With a professional filing agent: S$699โ€“S$1,200 depending on inclusions (registered office, corporate secretary, nominee director)
  • Timeline: 1โ€“3 business days after document submission for standard applications
  • Post-incorporation: open a corporate bank account (DBS, OCBC, UOB, or digital banks like Aspire or Airwallex)
  • Register for GST if your taxable turnover exceeds S$1 million per year (or register voluntarily)
  • File your first Annual Return with ACRA within 18 months of incorporation
  • Hold your first Annual General Meeting (AGM) within 18 months of incorporation (or within 6 months of your financial year-end for subsequent years)
  • Apply for government grants: Startup SG Founder, Enterprise Development Grant (EDG), and Productivity Solutions Grant (PSG) may be available

Opening a corporate bank account is often founders' biggest post-incorporation headache. Digital-first banks like Aspire and Airwallex typically approve accounts within 1โ€“3 days and don't require a physical branch visit.

Ready to incorporate in Singapore?

Nexub Leap handles ACRA registration, corporate secretary, registered office, and nominee director โ€” all in one package from S$699.

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