◆ Sole proprietorship or partnership system
◆ Company
◆ Limited partnership enterprise
◆ Limited liability partnership (LLP)
Sole proprietorship or partnership
1. A sole proprietorship enterprise is an enterprise owned by one person or one company. Without a partner, a sole proprietor has an absolute say in the operation of the enterprise.
Legal status:
◆ Not an independent legal person.
◆ The owner assumes unlimited liability.
◆ You can sue or be sued in your own name.
◆ Individuals with legal capacity can own enterprise property.
◆ The holder is personally responsible for the debts and losses of the enterprise.
2. A partnership is a commercial company consisting of 2 to 20 partners. Once there are more than twenty partners, the partnership must be registered as a company according to Chapter 50 of the Company Law.
Legal status:
◆ Not an independent legal person.
◆ The responsibilities of partners are unlimited.
◆ You can sue or be sued in the name of the company.
◆ You can't own a property named after the company.
◆ Partners are fully responsible for the debts of partners and the losses suffered by other partners.
3. Registration requirements
◆ 18 years old or older
◆ Singapore citizens, Singapore permanent residents and Singapore business license holders.
◆ If the holders do not live in Singapore, they must appoint an authorized representative who lives in Singapore.
◆ Before registering a new business, the self-employed person must pay the health care savings account to the Central Provident Fund Bureau and be the owner of the existing business name.
4. Features: fast establishment, convenient management, low registration cost, no need to bear many management responsibilities, and must be re-registered before expiration.
5. Taxes: Taxes generated from profits are taxed according to the individual income tax rate of partners.
Companies are divided into three main types:
◆ Exempt private companies.
◆ Private company
◆ Listed companies
The Singapore Registry has detailed explanations on the legal status, registration procedures, operational requirements and the distribution of directors and secretaries of these three types of companies.
1, company owner (shareholder)
Exempt private companies: no institutional investors within 20 natural persons;
◆ Private companies: natural persons or institutions with less than 50 employees;
◆ Public company: There can be more than 50 natural persons or institutions.
2. The legal status of the company
Having an independent legal status, different from the directors or shareholders of the company;
◆ Be able to hold assets independently;
◆ Shareholders themselves are not responsible for the debts or losses of the company.
3. Registration requirements
◆ At least one shareholder;
◆ It is required to have at least one local director in Singapore, who is over 18 years old and has no bad behavior.
4. Operating requirements
◆ Within 6 months of registration, you need to appoint a legal secretary (must be a native of Singapore);
◆ If the company needs an audit, an auditor shall be appointed within 3 months;
◆ An annual report must be submitted to the Singapore Registry every year;
◆ When the company generates profits, it is required to pay enterprise income tax (17%, and can apply for tax reduction or exemption).
5. The company went bankrupt.
◆ The company can apply for cancellation by itself;
◆ Liquidation can be enforced by the Singapore High Court, shareholders and creditors.
Limited partnership
A partnership consisting of two or more persons shall have at least one major partner and one limited partner.
1, legal situation:
◆ Not an independent legal person.
◆ The principal partner shall bear unlimited liability, and the limited partner shall bear limited liability.
◆ You can't own a property under the name of a limited partnership.
◆ The principal partner shall be personally liable for the debts and losses of the limited partnership.
◆ Limited partners are not personally liable for debts or debts beyond their agreed portion.
2. Registration requirements:
If all major partners are not permanently resident in Singapore, at least one manager must be ordinarily resident in Singapore (at least 18 years old).
3. Features: fast establishment, convenient management, low registration cost, no need to bear many management responsibilities, and must be re-registered before expiration.
4. Taxation: The profit tax is based on the partner's personal income tax (if an individual)/corporate income tax (if a company).
Limited liability partnership (LLP)
The liability of a single partner is usually limited. Limited liability partnership gives the owner the flexibility as a partner, and at the same time has an independent legal status like a private limited company.
1, legal situation
◆ A legal entity independent of other partners.
◆ Limited liability of partners
You can sue or be sued in your own name.
◆ You can own your own property.
◆ Partners are responsible for the debts and losses caused by their personal misconduct, but not for the debts and losses of other partners.
2. Registration requirements
◆ At least two partners, either individuals (at least 18 years old) or companies (companies or limited partnerships).
◆ At least one manager has lived in Singapore for a long time (at least 18 years old and cannot be disqualified according to the company law).
3. Characteristics
◆ Quick and simple setting.
◆ Compared with the company, there are fewer procedures and processes to follow.
◆ The registration cost is low, and compliance with regulatory responsibilities is less than that of the company.
◆ Shareholders' meeting and share distribution cannot be set.
◆ Only the manager must submit the annual solvency statement to prove that the enterprise can repay its debts in the normal operation process.
◆ One-time registration
4. Taxation: The profit tax is based on the partner's personal income tax (if an individual)/corporate income tax (if a company).