Singapore Private Limited Company

Singapore-Private-Limited-Company

Given in the excerpt is a guide on incorporation of a private limited company in Singapore. This type of structure has ‘Pte. Ltd’ as suffix of its name. It is mandatory that the private company should have at least one director who is a local resident of Singapore.

A limited company is usually limited by shares or by guarantee. It becomes impossible to register a private company, if the shareholders are not more than 50, and in addition, when the Articles of Association restrict the right to transfer the shares. Otherwise, the company is registered as a public company. An LLC is a business entity registered under the Companies Act, Chapter 50.

It has the rights to own properties, has perpetual succession and can sue or be sued in its own name. It usually has the words ‘Pte Ltd’ as part of its name.

Exempt Private Company is a company, which has not more than 20 shareholders, and none of the shareholders is a corporation or a business entity. An EPC is wholly owned by the Government, and for which the Minister, in national interest, declares by notification in the Gazette to be an exempt private company. 

Roles and Responsibilities of the Company Directors, Secretaries, and Auditors

Directors – A company must have at least one director who is a “permanent resident” in Singapore.

With effect from 1 March 2009, any person who is above 18 years of age is qualified to be appointed as a director. However, certain individuals (e.g. bankrupts and persons convicted of offences involving fraud or dishonesty) are disqualified from holding director positions.

Secretary – Every company must appoint a secretary within 6 months of the date of its incorporation. The company secretary must be a local resident of Singapore. He / She must not be the sole director of the company. He / She must comply with section 171(1AA) of the Companies Act, and must possess at least one of the following qualifications –

  • He / She should be a secretary of a company for at least 3 of the 5 years, immediately before his appointment as secretary of the public company.
  • He / She should be a qualified person under the Legal Profession Act (Cap. 161)
  • He / She should be a Public accountant registered under the Accountants Act (Cap. 2)
  • He / She should be a member of the Institute of Certified Public Accountants of Singapore
  • He / She should be a member of the Singapore Association of the Institute of Chartered Secretaries and Administrators
  • He / She should be a member of the Association of International Accountants (Singapore Branch)
  • He / She should be a member of the Institute of Company Accountants, Singapore

Auditor – A company should appoint an auditor within 3 months from the date of its incorporation. The only exception to this will be when it is exempted from audit requirements under Section 205B, or 205C, of the Companies Act.

Please feel free to contact us on +65 6536 0036 or drop in an email at info@singaporeaudit.com.sg

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