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The Republic of Singapore is a Commonwealth country located at the tip of the Malaysian peninsula and occupying an area of 622 square kilometres. Singapore was formerly part of Malaysia and Malaysia gained independence from Britain in 1957. Eight years later in 1965, Singapore broke away from Malaysia and become a sovereign state in its own right. Because of its close past connections with Britain, the business language remains English and the English common law system applies. Local currency is the Singapore Dollar and there is an excellent professional infrastructure with good legal services. Most of the large accountancy firms have offices in Singapore as do most of the major international banks.Communications are excellent with state of the art telecommunications equipment and an airport which serves as a regional hub for over 100 destinations.




A company incorporated in Singapore may qualify as an Exempt Private Company, depending upon its turnover and shareholders. Where a private limited company has a turnover of less than S$5million and all shareholders (not exceeding 20 in number) are not themselves incorporated (i.e. natural persons, whether or not acting as nominees, whether or not resident in Singapore), then the company would be exempted from audit and statutory filing of accounts. A directors’ statement would instead be filed, and an appropriate income tax return made to the Inland Revenue Authority of Singapore. Exempt Private Companies enjoy a tax break on the first SGD100,000 of net assessable profits for the first three years after incorporation.

A Singapore incorporated company may be resident or non-resident depending on its place of central management and control and the origin of its trading income. Where a company has the majority of its directors resident outside Singapore (there must always be one Singapore-resident director) and does not carrying on business in, or derive profits from, Singapore it will generally only be taxable on income remitted to Singapore. Although the law is uncertain in this regard, the utilization of Singapore’s network of Double Taxation Avoidance Treaties is probably restricted to those companies which are resident in Singapore. Properly structured arrangements can therefore gain access to these treaties.

Incorporating a company in Singapore, in addition to the taxation benefits referred to below, has various other advantages. These include the ease with which bank account opening occurs, the fact that beneficial ownership of companies need not be disclosed to any authority (Singapore is not a member of the OECD nor has been labelled as a tax haven by the OECD) and Singapore does not appear on the blacklist of most onshore jurisdictions.