Think globally, act locally.
As you expand beyond borders there are often different regulations, risks and cultural differences to consider. Our guides will help you figure out the best way of conducting business abroad.
Here, we highlight some of the key things that investors need to consider when embarking on doing business in Singapore and explain some of the conditions that make the jurisdiction so attractive to foreign investors.
In the last few decades, Singapore has become one of the world’s largest financial centres. It is now a strategically important financial and commercial hub for the entire region of Southeast Asia. Singapore was one of the founding members of the Association of Southeast Asian Nations (ASEAN), in 1967, along with Indonesia, Malaysia, the Philippines and Thailand, and strongly supports the goal of building a strong, prosperous and rules-based ASEAN.
The regional body now comprises 10 countries with a combined population of some 673 million people, or 8.3% of the world’s population. In the face of shifting global supply chains and rising affluence in the region, ASEAN is well placed to witness robust and accelerated economic growth. Singapore’s strategic location, both geographically and politically, makes it a destination of choice for businesses setting up headquarters to service the ASEAN markets.
Singapore has been part of the World Trade Organisation since it launched in 1995, and maintains low barriers to trade and an open, outward-looking economy. Singapore is consistently ranked among the top three economies globally in World Bank's Ease of Doing Business report.
There are several factors which presents Singapore as highly attractive to overseas investors. Amongst others, these factors include its low taxes and business-friendly regulatory structure, its stable and corruption-free political system, and its excellent strategic location. It is one of the most welcoming countries in Asia for expatriates and to foreign investment, with a world-class infrastructure, a thriving professional services community, and a government that is focused on developing a knowledge-based economy which embraces multinational companies.
A growing number of companies are choosing to locate holding companies in Singapore, from which to run business operations across the Southeast Asian region. While business activities may be located in its regional neighbours like Indonesia, Vietnam or the Philippines, or investments may be held across the region, Singapore’s position as a corporate and financial hub means that it is often chosen as the place to headquarter a business or establish a special purpose vehicle to hold assets across the ASEAN market.
Singapore is also seen by many investors as a gateway to the markets of China and India. China was Singapore’s largest trading partner in 2024, according to World’s Top Exports, accounting for 12% of Singapore’s exports. In recent years, Singapore has also enhanced its pre-existing free-trade agreements with New Zealand as well as China, and entered into various regional trade agreements such as the Regional Comprehensive Economic Partnership Agreement, the European – Singapore Free Trade Agreement and the Comprehensive Progressive Agreement for Trans-Pacific Partnership which promotes free trade and investment.
We hope this guide will help you embark on establishing your business in Singapore, and we would be delighted to help you capitalise on Singapore’s position as a gateway to the emerging fast-growth economies of Southeast Asia and beyond.
Singapore is a republic with a parliamentary democracy based on the Westminster model. As a former British territory, the legal system also traces its origins back to the English legal system, although it has evolved over the years. Many of Singapore’s Acts of Parliament are based on English Acts, and where applicable, certain parts of English common law continue to be part of Singapore law today. Sources of law are now based on the constitution, legislation, subsidiary legislation (from regulators), and judge-made laws.
The Constitution is the supreme law of the land, laying down the basic operating framework for the three organs of state: the Executive, the Legislature, and the Judiciary.
The Executive includes the elected President, the Cabinet, and the Attorney-General. The President is elected through a democratic system and is empowered to veto government budgets and appointments to public office. The Cabinet comprises the Prime Minister and other Ministers appointed from among the Members of Parliament, who decide the direction of government policy. The Cabinet is accountable to Parliament. The Attorney-General is the principal legal adviser to the government, and also has the power and discretion to prosecute offenders.
The Legislature is made up of the President and Parliament and has the authority to enact legislation. Singapore’s Parliament is comprised of elected, non-constituency and nominated Members of Parliament. The President’s assent is required for all bills passed by Parliament, and he has the power to withhold that assent for certain bills.
Finally, the Judiciary consists of the Supreme Court, the State Courts, and the Family Justice Courts. The head of the judiciary is the Chief Justice. Judicial power in Singapore is vested in the Supreme Court and in subordinate courts according to written laws. The Supreme Court comprises the Court of Appeal and the High Court, while the State Courts include the District Courts, Magistrates Courts, and various specialised courts. The Family Justice Courts are made up of the Family Courts, Youth Courts and the Family Division of the High Court.
Court procedure is similar to that which exists in England, and foreign judgments from prescribed jurisdictions are indirectly enforceable thanks to the Reciprocal Enforcement of Foreign Judgments Act 1959 (REFJA), which has extended its scope recently to recognise more types of foreign judgements. Furthermore, under the Choice of Courts Agreements Act 2016, if a Singapore court is the chosen court of an exclusive choice of court agreement covered by the Hague Convention on Choice of Court Agreements, the dispute must be heard in Singapore. Additionally, the courts of other contracting states must recognise and enforce the Singapore court judgment on that dispute. Singapore will likewise have reciprocal obligations to uphold exclusive choice of court agreements in favour of the courts of other contracting states, and to the judgements of their courts.
Arbitration is also available as a means of dispute resolution, and Singapore is party to the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards. This means awards made in other countries that are party to the convention can be enforced in Singapore, and awards made in Singapore can be enforced in those countries. Singapore has, in recent years, established itself as a leading arbitration venue for the Asia-Pacific region.
The regulation of business is kept to a minimum in Singapore, and the government prefers to rely on market forces, with a free enterprise economy that is welcoming of foreign investment with generally no restrictions on ownership. Foreign investors receive maximum encouragement and support, with the average time frame for setting up a business ordinarily swift and efficient.
Singapore has always had a trade-dependent economy characterised by an open investment regime, with restrictions in certain limited sectors.
Incentives to foreign investors establishing operations in Singapore include direct subsidies, loans and grants, reduced rates of tax, and export assistance and financing. There are several government agencies set up to ease foreign investment and/or promote international trade, including the Singapore Economic Development Board, the Monetary Authority of Singapore, and Enterprise Singapore. Investors are advised to contact one or all of these bodies, depending on their specific industry, as they can provide assistance and support as part of their efforts to support Singapore’s economy.
Investors should certainly explore the incentives on offer in their sector before proceeding. There are several schemes that incentivise investment in the financial services sector, for example, and specific programmes in place to deliver tax incentives to the maritime industry. The Singapore Economic Development Board can offer tax exemptions or concessionary tax rates to approved applicants to encourage them to grow capabilities and conduct new or expanded activities in Singapore under the Pioneer Certificate Incentive and the Development and Expansion Incentive, for example. Furthermore, Enterprise Singapore administers the Global Trader Programme, which allows successful applicants to enjoy concessionary tax rates on qualifying trading income from physical trading, brokering of physical trades and derivative trading.
Foreign investors are not required to enter into joint ventures or cede management control to local interests, and local and foreign investors are generally subject to the same basic laws. Apart from regulatory requirements in some sectors, the government screens investment proposals only with the purpose of determining eligibility for various incentive regimes.
Exceptions to Singapore’s general openness to foreign investment exist in telecommunications, broadcasting, the domestic news media, financial services, legal and accounting services, ports and airports, and property ownership. Given recent geopolitical shifts, the new Significant Investments Review Act 2024 prescribes certain entities which the government has considered to be critical to Singapore, and investments into such entities must satisfy various requirements such as obtaining the Minister's approval.
The most common business structures available in Singapore for foreign entities wishing to establish a presence are subsidiaries, branch offices and representative offices.
If a foreign corporation is ready to do business and wishes to set up a subsidiary in Singapore, it may incorporate a private company limited by shares (Private Company). A Private Company is a separate legal entity that can enter into its own legal contracts independently of the parent entity. The liabilities of the subsidiary are not extended to the foreign corporation, which can usually own 100% of the shares in the Private Company. It is common for joint ventures to be set up as a Private Company in Singapore.
To establish a Private Company as a subsidiary, the proposed name must first be approved by ACRA. There is no minimum capital requirement, but Private Companies are usually incorporated with an issued and paid up share capital of at least S$1. At least one director must be ordinarily resident in Singapore, who can be an expatriate on an Employment Pass. A Private Company must have a registered office in Singapore and appoint at least one company secretary who shall be an individual who has his or her principal or only place of residence in Singapore. Where a director is the sole director of a Private Company, he or she shall not be appointed as the secretary as well. All the corporate filings required for the approval of the company name and for the incorporation can be made online using ACRA's Bizfile portal, which means the process is often almost immediate.
In summary, the minimum setup requirements for a private company are:
The ongoing filing and reporting requirement for Private Companies are laid out in the Singapore Companies Act, which is similar to its counterparts in Australia and the UK. Unless exempted, Private Companies are required to have their financial statements audited. Accounting records must be prepared in line with the Singapore Financial Reporting Standards and give a true and fair view of the financial position and performance of the company.
A foreign corporation is subject to similar filing and reporting requirements to those that apply to companies incorporated in Singapore. Financial statements must be lodged with ACRA within 60 days of the foreign corporation's annual general meeting, and ACRA has the power to request further supplementary information subject to certain limitations. Furthermore, the foreign corporation must prepare and lodge with ACRA an audited statement showing its assets used in, and liabilities arising out of, its operations in Singapore, and an audited profit and loss account for its activities in Singapore.
For foreign corporations that do not wish to establish a local company in Singapore, it can establish a branch office. Such a branch office will be the office of the foreign corporation which conduct business activity in Singapore on behalf of the foreign corporation, and is not a separate legal entity on its own. A branch office can only engage in activities authorised under the by-laws of the foreign corporation, and contracts as a Singapore branch office on behalf of the foreign corporation. Accordingly, the foreign corporation remains liable for all rights and liabilities of its branch office.
A branch office can be established through registration with the Accounting and Corporate Regulatory Authority (ACRA), the national regulator of business entities, public accountants and corporate service providers in Singapore. The name of the branch office has to be approved by ACRA prior to the branch office registration process, and must correspond with the name of the parent entity. The branch office must also have a registered office located in Singapore to which all communications and notices may be addressed.
The branch office will have to be registered with ACRA within 120 days of its name approval. All the filings for the application to approve the name, and for registration, can also be done online. A one-time registration fee of S$300 is payable to ACRA. The branch office must maintain at least one authorised representative who is ordinarily resident in Singapore, and that individual must be authorised to accept service of process on behalf of the company. He or she is also answerable for the doing of all acts, matters and things, as required to be done by the foreign corporation under the Companies Act 1967 of Singapore (Singapore Companies Act) and unless proven otherwise, is personally liable to all penalties imposed on the foreign corporation for any contravention of the provisions of the Singapore Companies Act.
If a foreign corporation is in the early stages of evaluating the feasibility of doing business in Singapore, it may choose to establish a representative office in Singapore first before deciding to set up a permanent establishment. A representative office can only undertake market research and feasibility studies and cannot engage in any direct or indirect revenue generating activities on behalf of its parent entity which includes but is not limited to negotiating contracts, providing consultancy services, accepting orders, issuing invoices or marketing. This arrangement is expected to be a temporary measure before the business upgrades its operation to either a branch or a local subsidiary.
Representative offices are administered by Enterprise Singapore and their status is governed only by administrative guidelines. An application to establish a representative office must be submitted to Enterprise Singapore, and the foreign parent corporation has to comply with the following requirements:
Once granted approval by Enterprise Singapore, a representative office can operate for no more than three years and is subject to an annual evaluation and renewal. The application to set up a representative office can be done online and a processing fee of S$200 per year is payable.
While the rules relating to the employment of residents and foreigners in Singapore can appear complicated and off-putting, they are not nearly as complex as the employment regimes in place elsewhere. While the Fair Consideration Framework, which requires due process to show Singaporeans have been fairly considered for job vacancies, does require companies to submit certain information before applying for employment passes, the work passes application process is administered efficiently by the Ministry of Manpower.
Get ahead of the challenges by making sure you apply for the necessary work passes quickly. Engage in a dialogue with the relevant officers of the Ministry of Manpower in the early stages to be sure that you are on the right track. Be mindful of the provisions of the Employment Act 1968 and the recently enacted Workplace Fairness Act 2025 and where they apply. Remember there is no minimum wage in Singapore.
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