The framework for governing the incorporation of a firm is provided by legislation outlined in Section III, Div 1 of the Companies Act. Unlimited companies, corporations limited by shares, and those limited by a guaranteed share similar legal documents and incorporation procedures.

Approvals and Licenses

Certain types of businesses that a company wishes to conduct may be regulated.

Accordingly, necessary approvals and/or licenses from government authorities/agencies may have to be obtained at the outset or after incorporation. A non-exhaustive list of activities which require approval are provided below, together with its corresponding relevant authorities:

Type of Business Activity

Relevant Statute

Relevant Authority


Architects Act (Cap 12)

Board of Architects


Auctioneers’ Licences Act (Cap 16)

Comptroller of Property Tax


Banking Act (Cap 19)

Monetary Authority of Singapore

Child Care Centre

Child Care Centres Act (Cap 37A)

Early Childhood Development Agency


Films Act (Cap 107)

Board of Film Censors and Media Development Authority of Singapore

Courier services

Postal Services Act (Cap 237A)

Info-communications Development Authority of Singapore

Employment Agencies

Employment Agencies Act (Cap 92)

Ministry of Manpower

Estate Agents

Estate Agents Act (Cap 95A)

Council for Estate Agencies

Finance Companies

Finance Companies Act (Cap 108)

Monetary Authority of Singapore

Food Manufacturing and Processing

Sale of Food Act (Cap 283), Environmental Public Health Act (Cap 95) and Wholesome Meat and Fish Act (Cap 349A)

Agri-Food and Veterinary Authority of Singapore and National Environment Agency

Food Retail Establishments

Sale of Food Act (Cap 283) and Environmental Public Health Act (Cap 95)

National Environment Agency

Futures Trading

Futures Trading Act (Cap 116) and Securities and Futures Act

Monetary Authority of Singapore and Securities Industry Council

HDB Contractors and Housing Developers

Housing and Development Act (Cap 129)

Housing Development Board


Hotels Act (Cap 127)

Hotels Licensing Board

Importing Films (DVDs, CDs, Blu-Rays)

Films Act (Cap 107)

Board of Film Censors and Media Development Authority Singapore


Insurance Act (Cap 142)

Monetary Authority of Singapore


Customs Act (Cap 70), Customs (Liquors Licensing) Regulations and Liquor Control (Supply and Consumption) Act 2015

Liquors Licensing Board

Massage Establishment

Massage Establishments Act (Cap 173)

Police Licensing and Regulatory Department

Money-Changing and Remittance

Money-changing and Remittance Businesses Act (Cap 187)

Monetary Authority of Singapore

Private Investigator

Private Investigation and Security Agencies Act (Cap 249)

Police Licensing and Regulatory Department

Public Swimming Pools

Environmental Public Health Act (Cap 95)

National Environment Agency

Public Transport

Public Transport Council Act (Cap 259B)

Public Transport Council


Securities and Futures Act

Monetary Authority of Singapore and Securities Industry Council

Security Guard Agency

Private Investigation and Security Agencies Act (Cap 249)

Police Licensing and Regulatory Department

Telecommunication Dealers

Telecommunications Act (Cap 323)

Info-communications Development Authority of Singapore

Travel Agents

Travel Agents Act (Cap 334)

Singapore Tourism Board

Commencement of Incorporation

The incorporation of a new firm in Singapore follows a two-step process that is mandatory for anyone looking to incorporate a company. The procedure lasts for one to three hours. The first stage of this process is applying for a valid name for the organization.

The primary objective of this application is to make a reservation. The next step is the company’s formation, which could last for more than two weeks if it is deemed necessary for the proposed name to be evaluated and approved by the regulatory institutions.

Before incorporation, you are advised to conduct a thorough search on the proposed name(s) in the country to determine whether it already exists. The BizFile+ system provides the platform for the individual to conduct an online search without charging the user.

Once the proposed name has been verified with zero availability in Singapore, the company is allowed to make the reservation as stipulated by the governing bodies. The BizFile+ system is also used to submit the company’s ticket at a fee of $15 after it has been approved.

Applicants are required to provide the following information in the online application:

  • The proposed name(s)
  • The type of organization ( this will depend on whether the company’s name will have “Private Limited/Pte. Ltd.” (for a private company) or “Limited/Ltd” (for a public company));
  • The core business activities of the corporation (primary and secondary)
  • Personal details of the directors and other top management officers such as their address, ID numbers, other identification documents (NRIC, FIN or passport number) and the country of origin
  • In some instances, approval from other authorities is a necessity.

Factors to consider in the choice of a name

In Singapore, the choice of the proposed name is a vital process of incorporation. Therefore, you are expected to consider the following factors or risk disapproval of the application:

  • An inappropriate proposed name
  • The existence of a company (limited liability partnership (LLP) or corporation)in the region already registered with the same proposed name
  • The existence of a name reserved under the statutes of the Business Names Registration Act 2014 is identical to the proposed name.
  • The proposed name falls within those blacklisted by the Minister and thus not authorized by ACRA.

Whether a name is “identical”

To determine whether a name is identical:

  • where the first word of a name is “The”;
  • the following words where they appear at the end of a name:
    • “Public Accounting Corporation (“PAC”);
    • “Private” or “Pte”;
    • “Limited Partnership”(“LP”);
    • “Limited Liability Partnership” (“LLP”); or
    • “Limited” (“Ltd”)


  • the following words or expressions where they appear at the end of a name:
    • “Asia”;
    • “Asia Pacific”;
    • “company” or “and company”;
    • “Associates”;
    • “Group”;
    • “corporation”;
    • “Partnership” or “Partnerships”;
    • “Holding” or “Holdings”;
    • “Incorporated”;
    • “South Asia” or “South East Asia”;
    • “International”;
    • “Partner” or “Partners”;
    • “Worldwide”;
    • “Singapore”;
    • “Trading”;
    • “.sg”, “.org” “.co”, “.net”, “.com”, “.edu”, or “.gov”.
  • the symbol “&” is treated as having the same meaning as the word “and”; and
  • Punctuations, accents, brackets, parentheses, case of letters and spaces between letters used within the name.

Hence, for example, “Tianlong Services Pte Ltd” would be considered to be identical to “Tianlong Services Private Limited”.

Names that are Prohibited

In Singapore, the Minister has given a directive that the term “Temasek” should not appear in the name of any company except those related to the Temasek Holdings (Private) Limited. Additionally, there is other legislation in the country that restricts the use of certain words on the company’s name. For instance, the Private Education (Proscribed Names) Notification 2009 has directed that the following terms Singapore”, “national,” or “university” are prohibited from being part of the name of private business entity.

Restrictions on names are also placed on companies that deal with business activities that needed to be approved by the government or any certified governing body. This is why it is considered a necessity for people to counter-check whether the authorities prohibit the proposed company name before applying for a reservation.

Name of a Company in a Group of Companies

In instances where the new company wishes to be added to a group and wants to use the same name as the other firms, a letter of consent should be obtained from each company that shares an identical name. This consent letter must be attached to the online application made through the BizFile+ system.  You can download an example of a legal letter of consent here.

Reservation period

The ACRA has to approve the proposed name that will be reserved for sixty days from when the application for the reservation was made.

Once the ACRA has approved the application, the proposed name will not be used by any other company in Singapore within sixty days.

The official documents for incorporation are prepared immediately; the governing bodies have approved the company’s name.

Information to be Provided for Incorporation

From the below simple checklist, you can identify the required information/documentation that ACRA needs to verify after submitting it through Bizfile+ for incorporation purposes and it includes (without limitation) the following:

  • The transaction number of your approved business name;
  • The official constitution of your company;
  • The names of your proposed company directors, along with their
    • Contact information;
    • Nationalities;
    • Physical addresses;
    • Identification types; and
    • Identification numbers
  • Your business premises address and business hours; and
  • Particulars of your company’s share capital, i.e. classes of shares and share allotments or a list of initial shareholders who are known as subscribers.


Once all the initial procedures have been completed, the entrepreneur must ensure that all the legal requirements are made as stipulated by the Companies Act. A declaration is made to confirm that the party has complied with the constitution by verifying the information such as subscribers’ identity and the company’s officers.

At this point, the person incorporating the firm is required to pay a fee of $300. This makes it a total of $315 for the reservation of the company name and incorporation.

The Constitution

The constitution is defined as:

“(a) the constitution of the company which is registered with the Registrar under section 19, as may be amended from time to time; and

(b) in the case of a company incorporated before the date of commencement of section 3 of the Companies (Amendment) Act 2014, the memorandum of association of the company, the articles of association of the company, or both, in force immediately before that date.”


The Companies Act requires that by the time of incorporation the firm should have at least one director who resides in Singapore. This implies that directors have to be legal citizens with permanent residence and a valid employment pass.

The law states that all firms in the country should have one natural person as the director mentioned in the constitution. The appointed director must have attained the age of eighteen. Furthermore, convicted felons and individuals with undercharged bankrupts are prohibited by the Companies Act from being directors.

Subscribers and Members

The company has to have at least one subscriber for the incorporation process. According to the Company’s Act, the subscriber can either be a corporation or a foreigner. If the subscriber is a corporation, the firm can invoke a power of attorney to allow a representative to the company’s constitution on behalf of it.

As per the constitution, subscribers are said to have given their consent to be included as the company’s members. Once the firm is incorporated, the subscribers will be enlisted in the register of members.

Registered office

In Singapore, all companies are required to have a registered office in the country since the firm was incorporated. The registered office must have an address where all communication and notices are addressed. Companies in Singapore are also required to have their offices open and accessible to the public daily for three hours during the regular working hours.

The number of days and hours the company’s office is accessible to the public is recorded in the Registrar of Companies and in the constitution. Moreover, the company’s appointed secretary or his/her agent must comply with the law by being present in the office on all business hours.

Share Capital

The rule of law stipulates that the company must issue at least one share when the company was incorporated. Additionally, the proposed company must be incorporated with a paid-up share of S$1 in any currency. The law in Singapore does not have a provision on par and nominal value of shares.

Undertaking on Share Qualification for a Public Company

In instances where the constitution dictates that directors must have a particular number of shares, the directors must comply with the following for them to qualify for the position:

  • he/she must declare that he agreed on the number of shares to take above his/her qualification
  • a statement that the director will use revenue from the company to pay from the qualification of shares
  • declare that a certain number of share has been registered under his/her name

All companies must have all the legal forms. This requirement only applies to companies that have a share capital and are registered as private business entities.

Notice of incorporation and correction of errors

When all legal documents have not been completed, contain errors, or fail to comply with the requirements stated in the Companies Act, the ACRA has the mandate to request that:

  • the error is corrected and the document resubmitted
  • the company starts the process of incorporation a fresh to replace mistakes.

Once the submission of the official documents has been made and the fees paid to the governing body, ACRA will send an email to the person incorporating the company to issue the notice of incorporation. The email will serve as conclusive evidence that the legal requirements have been made as stipulated in the Companies Act. In the scenario where the ACRA does not issue the certificate of incorporation, the entrepreneur can purchase it on the online platform Bizfile+ system.

Incorporation Checklist

Use the following checklist to ensure that the incorporation of the company is compliant with the Companies Act.

Company Name

  • Determine the type of company to be incorporated.
  • Conduct a search for the proposed name using the Bizfile+ entity search.
  • Ensure that the name is not undesirable, identical to another or prohibited.
  • For a name similar to that of an existing company or existing companies, obtain consent.


  • Identify your company’s primary and secondary business activities.
  • Check for any requirements for licenses or approvals.

Documents and formalities

  • Ensure that the constitution is correctly set out according to the requirements of the company and does not contravene the Companies Act.
  • If the company is one limited by guarantee, check if the requirements are complied with.
  • Ensure that the proposed directors meet legal requirements, and there is at least 1 resident director.
  • Ensure that the company has a registered office.
  • Decide on your company’s paid-up capital.
  • Ensure that you have at least 1 subscriber.
  • Obtain consents to act for each officer (e.g. director and secretary)

Conclusion - Incorporation

If you are looking forward to incorporate a company and need guidance on incorporation procedures without a hitch, contact us today and we will take it up every step of the way.