# How to Incorporate a Private Limited Company in Singapore (2026)

> A private limited company is registered with ACRA through Bizfile+ in two steps — name application, then incorporation. Here is what you need and how the flow works.

_Updated 2026-07-11_

Source: /resources/incorporate-pte-ltd-singapore

**In short:** To incorporate a private limited company (Pte Ltd) in Singapore, you register with ACRA via Bizfile+ in two steps: apply and reserve a company name, then lodge the incorporation. You need at least one shareholder, at least one director ordinarily resident in Singapore (section 145 of the Companies Act 1967), a registered office address, and a paid-up capital of as little as S$1. A company secretary must be appointed within 6 months of incorporation.

## What are the requirements to incorporate a Pte Ltd in Singapore?

A private limited company is the most common vehicle in Singapore: a separate legal entity, limited by shares, with no more than 50 shareholders. Before you file, the company must be able to satisfy a fixed set of statutory requirements.

Most of these are ongoing obligations, not one-off boxes — the local resident director requirement and the registered office requirement, for example, must be maintained for the life of the company, not just at incorporation.

- At least one shareholder — an individual or a corporate entity; 100% foreign shareholding is permitted for a private company.
- At least one director who is ordinarily resident in Singapore — a citizen, permanent resident, or holder of an eligible pass with a local address (section 145, Companies Act 1967). The director must be at least 18 and not disqualified or an undischarged bankrupt.
- A company secretary, appointed within 6 months of incorporation and resident in Singapore (section 171).
- A registered office address in Singapore that is open and accessible to the public for the prescribed hours — a PO box is not acceptable.
- Paid-up (share) capital of at least S$1; there is no high minimum for an ordinary private company.
- A company name approved by ACRA, and one or more SSIC activity codes describing the business.

## How do I register the company through Bizfile+?

Incorporation is done online with ACRA through the Bizfile+ portal. There are two distinct filings, and the first must be approved before the second can proceed.

A registered filing agent — typically a corporate secretary or CSP — can carry out both steps on the client’s behalf. Foreigners without Singpass generally must engage a registered filing agent to file for them.

- Step 1 — Name application. Apply to reserve the proposed company name in Bizfile+. ACRA checks it for availability and against naming rules; some names touching regulated activities are referred to the relevant authority and take longer.
- Step 2 — Incorporation. Once the name is approved and reserved, lodge the incorporation application with the company’s constitution, officer and shareholder particulars, share capital and registered office.
- Both steps carry ACRA fees; confirm the current name-application and incorporation fees on ACRA before quoting a client, as published amounts change.
- An approved name is reserved for a limited period (commonly cited as 120 days — confirm the current reservation window on ACRA), within which incorporation must be completed or the name released.

## What information and documents do you need to incorporate?

Have the following ready before filing. The identity and address details support both the ACRA filing and the customer due diligence (CDD/KYC) that a corporate service provider is required to perform.

- Proposed company name and one or more SSIC business activity codes.
- The company constitution — you may adopt ACRA’s Model Constitution or a tailored one.
- Particulars of every director, shareholder and the company secretary: full name, identification (NRIC / passport), nationality, and residential address.
- Share capital details: amount, currency, number of shares and each shareholder’s holding.
- The registered office address in Singapore.
- Identity and address verification documents that the CSP collects for KYC — for example passport or NRIC, proof of residential address, and, for corporate shareholders, constitutional documents and beneficial-ownership information.

## How long does incorporation take?

When the paperwork is complete and no referral is triggered, ACRA name approval and incorporation are largely same-day processes — often completed within a day of a clean filing.

The timeline stretches when a name or business activity must be referred to another government agency for review (for regulated activities such as finance, education or media), which can add days to weeks. Incomplete KYC on the beneficial owners is the other common cause of delay, so front-load document collection.

## What does a corporate secretary / CSP do on the client’s behalf?

A corporate service provider or corporate secretary typically runs the whole incorporation as a registered filing agent, so the client only supplies information and signs.

- Runs the name application and advises on name and SSIC selection.
- Prepares the constitution, consents to act, and incorporation documents.
- Performs customer due diligence (CDD/KYC) on directors, shareholders and beneficial owners — a legal obligation for corporate service providers under Singapore’s AML regime and the Corporate Service Providers Act.
- Lodges the incorporation via Bizfile+ and, once incorporated, can act as the named company secretary.
- Sets up the statutory registers and first post-incorporation matters (see below).

## What are the post-incorporation obligations?

Incorporation is the start, not the finish. In the weeks after the company exists, a set of first board matters and statutory setup tasks must be completed.

- Appoint a company secretary within 6 months if not already named (section 171).
- Hold the first board matters: adopt the constitution, note first directors and shareholders, issue share certificates, and appoint an auditor unless the company qualifies for audit exemption (confirm current small-company exemption criteria on ACRA).
- Maintain the register of registrable controllers (beneficial owners) — new companies must set this up within the prescribed period after incorporation; confirm the current timeframe on ACRA.
- Open a corporate bank account and register for tax with IRAS; register for GST only if the registration threshold is met.
- Keep statutory registers and records, and diarise recurring deadlines (AGM, annual return, ECI).

## Frequently asked questions

### Can a foreigner own 100% of a Singapore private limited company?

Yes. A private company can be wholly foreign-owned. The company must still have at least one director ordinarily resident in Singapore under section 145, which foreigners commonly satisfy with a local or nominee director.

### What is the minimum paid-up capital to incorporate?

A private limited company can be incorporated with paid-up capital of as little as S$1. Capital can be increased later. Some licences or bank/visa requirements may effectively call for more.

### Do I need a company secretary at incorporation?

Not at the moment of incorporation, but you must appoint one within 6 months (section 171). Many companies appoint their CSP as secretary from day one to handle compliance.

### How much does it cost to incorporate with ACRA?

Incorporation involves a name-application fee and an incorporation fee payable to ACRA, plus any CSP service fee. Amounts are published by ACRA and change over time — confirm the current ACRA fees before quoting.

## Sources

- [ACRA — Registering a company (how-to guides)](https://www.acra.gov.sg/how-to-guides/registering-a-local-company)
- [ACRA — Bizfile+ portal](https://www.bizfile.gov.sg)
- [Companies Act 1967 — Singapore Statutes Online](https://sso.agc.gov.sg/Act/CoA1967)
- [Companies Act 1967, s145 (director resident in Singapore)](https://sso.agc.gov.sg/Act/CoA1967?ProvIds=pr145-)
- [IRAS — Corporate income tax basics](https://www.iras.gov.sg/taxes/corporate-income-tax/basics-of-corporate-income-tax)

## Related

- [Documents needed to register with ACRA](/resources/documents-to-register-acra)
- [How to appoint a director in Singapore](/resources/appoint-director-singapore)
- [When is the annual return due?](/resources/annual-return-filing-singapore)
- [UEN — Unique Entity Number (glossary)](/resources/glossary/uen)