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REGISTERING A FOREIGN COMPANY

Any person who wishes to register a branch of a foreign company is advised to engage a professional, e.g. a
lawyer or an accountant to assist him in the preparation and filing of the application for registration via Bizfile.
Companies may be liable to certain taxes such as corporate tax and GST. For more information on general tax
obligations, you may click here to visit IRAS website.

From IRAS:

Foreign-sourced dividends, branch profits & service income


Singapore-resident company can now enjoy tax exemption from its foreign-sourced dividends, foreign branch
profits, and foreign-sourced service income that is remitted into Singapore on or after 1st June 2003 if the
following conditions are met:
• The highest corporate tax rate (Headline tax rate) of the foreign country from which income is received
from is at least 15% in the year the income is received; and
• The foreign income had been subjected to tax in the foreign country from which they were received

If the above tax exemption has been granted, the company has to maintain an exempt profit account up till 31
December 2007. The amount credited into the account will be the amount of specified foreign income remitted
less amount of expenses incurred to earn the income.

To enjoy the tax exemption, the company has to furnish the following information in its Form C and Appendix for
Additional Information on Income & Deduction:
• Nature and amount of income received;
• Country from which income is received;
• Headline tax rate of foreign country; and
• Confirmation that foreign tax was paid in the country from which income was received. Otherwise, to
confirm that income was exempt due to incentive granted for substantive business.

The Singapore Business Federation (SBF) was formed on 1 April 2002. In accordance with the SBF Act 2001,
every local company with a paid-up share capital of or above the amount of $0.5 million and every foreign
company with an authorized share capital of or above S$0.5 million, registered with the Accounting and
Corporate Regulatory Authority shall become statutory members of SBF. Check out the SBF website
www.sbf.org.sg for more details.

Requirements:
The Companies Act requires a foreign company to appoint 2 local agents in Singapore to act on behalf of the
company. The agents must be ordinarily resident in Singapore i.e. Singapore Citizen, Singapore Permanent
Resident, a person who has been issued an Employment Pass/Approval-In-Principle letter/Dependant’s Pass. A
foreigner who wishes to act as a local agent of a foreign company can apply for an Employment Pass or
Approval-In-Principle letter from the Work Pass Division of the Ministry of Manpower (MOM). Please click
hereto go to the MOM website for more details.

Bizfile transactions to be filed:


• Apply a New Foreign Company Name
[Click here to view the step-by-step guide]
The Companies Act requires that a company name must be approved before the company can be registered. A
proposed company name will not be approved if it is identical to the name of another local company, branch of a
foreign company or business firm. Undesirable names, including offensive or vulgar names will also not be
approved.

Application for approval of a company name can be submitted online via Bizfile through a professional firm or
service bureau. It can also be submitted by a proposed director of a new company. S$15 is payable for each
approved company name. An approved name will be reserved for 60 days from the date of application.
The processing time is within 15 minutes of payment. However, if we need to refer an application to another
government authority for comments, it may take another 14 working days. If a name appeal application is
submitted, the processing may take another 5 working days. Click here for the Referral Authorities Table, which
lists all names and activities that may require referral to another government agency.
• Register a Branch of Foreign Company
Registration of a foreign company must be submitted online via Bizfile by a professional firm/company. A
registration fee of S$300 for foreign company with share capital and S$1200 for foreign company without share
capital. Generally, the processing time is within 15 minutes of payment.
• Apply for Extension of Reservation of Period for Approved Foreign Company Name
An application for extension of the name reservation period for another 60 days can be submitted online upon
payment of an application fee of S$10 for each approved name.
• Withdraw a New Foreign Company Name Application
An applicant can withdraw the application for an approved company name if he does not wish to continue to
reserve the name.

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