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Business |
Company |
LLP |
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Definition |
Sole Proprietorship is a business entity that is owned by one person or one company.
Partnership
is a business entity that has between 2 and 20 partners. |
Company is a legal entity, separate and distinct from its shareholders and directors. |
An LLP combines the limited liability features of a company with the operational flexibility of a partnership. |
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Identifier as part of name |
None |
It usually has the words “Pte. Ltd.” or “Ltd” as part of its name. |
It has “Limited Liability Partnership” or “LLP” as part of its name. |
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Legal Status |
- Not a separate legal entity
- Unlimited liability
- Cannot sue or be sued
- Cannot own property
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- A legal entity
- Limited Liability
- Can sue or be sued
- Can own property
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Owner and partners are personally accountable for debts and losses |
Shareholders are not personally accountable for debts and losses of the company |
Partners can be personally accountable for debts and losses resulting from their own wrongful actions |
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Formation Requirements |
- If owner is not resident in Singapore, he can either partner with a person who is ordinarily resident in Singapore or appoint a local manager
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- At least one shareholder
- At least one director who must be ordinarily resident in Singapore
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- At least two partners, who can be an individual or body corporate
- At least one manager who is ordinarily resident in Singapore who cannot be a bankrupt or a person disqualified under the Companies Act
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- Age 21 years or above
- Ordinarily resident refers to Singapore Citizen / Singapore Permanent Resident / EntrePass Holder / Dependent Pass Holder
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- Self-employed persons are required to top-up their Medisave account with CPF Board before they register a new business, or become the owner of an existing business, or renew their business registration
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- Must appoint an auditor within 3 months after incorporation, unless exempted from audit requirements.
- Must appoint a company secretary who is locally resident
- Sole director cannot be the secretary
- Office of secretary cannot be vacant for more than 6 months
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- Self-employed persons are required to top up their Medisave account with the CPF Board before they become the partners of a new LLP, or become the new partner of an existing LLP, or convert from a company / business into an LLP
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Set Up Fee |
$65
($15 name application fee and $50 registration fee) |
$315
($15 name application fee and $300 incorporation fee) |
$165
($15 name application fee and $150 registration fee) |
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Formalities |
- Yearly renewal fee of $20. Can renew via GIRO or online via BizFile.
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- Statutory requirements for general meetings, directors, company secretary, share allotments, etc.
- Annual Returns are required to be filed.
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- No statutory requirement for general meetings, directors, company secretary, share allotments, etc.
- Annual declaration of solvency must be lodged by the manager.
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Notification of Changes |
- Changes to the registered particulars of business firm must be lodged within 14 days of the change
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- Changes to the registered office address must be lodged within 14 days of the change
- Appointment, cessation or change of particulars of company officers must be lodged within 1 month
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- Changes to the registered particulars of LLP must be lodged within 14 days of the change
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Closing the Entity |
- By Owners
- Cancellation by Registrar – if the business has not been renewed.
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- Winding Up
- Voluntary by members
- Voluntary by creditors
- Compulsory by High Court
- Striking Off
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