Singapore Branch Office Registration Guide

Setting Up a Branch Office in Singapore

If you’re a foreign company who wishes to set up a Singapore Branch Office, you must appoint two persons who are Singapore residents as legal agents to provide administrative services and accept official notices from authorities. Under the Singapore Companies Act, the Singapore agents are responsible for all matters related to the Branch Office as well as be personally liable for all penalties imposed on the company for any breach of law or act.

A Singapore Branch Office does not enjoy tax incentives and exemptions available to Singapore-incorporated Private Limited Companies, and is considered a non-resident for tax purposes. The Branch Office is also required to submit annual accounting reports to ACRA as well as to its head office.

International banks and other financial institutions are required to obtain a licence for their Singapore Branch Office from the Monetary Authority of Singapore (MAS), and comply with the capital adequacy requirements regulated by the government body.

Features At-a-Glance

• Acts as an extension of the foreign company
• Not a separate legal identity
• The foreign parent company is liable for the acts, losses and debts of its branch office
• Required to appoint two staff members to act as agents, both local and foreign, to support the business administration of a branch office
• Considered non-resident for tax purposes
• Does not enjoy tax incentives or exemptions
• Must file audited accounts that includes parent company’s audited reports
• Company’s constitution and activities are directed by the foreign parent company’s Memorandum and Articles of Association

Setup Requirements for a Singapore Branch Office

• The Singapore Branch Office must bear the name of the parent company
• A different name may be approved by ACRA only under special circumstances
• Required to appoint two staff members to act as agents, both local and foreign, to support the business administration of a branch office
• Foreign directors or staff relocating to Singapore to be the agents must obtain Employment Passes (EP)
• Constitution of the company and its activities are directed by the foreign parent company’s Memorandum and Articles of Association
• Must have a registered office located in Singapore

Documents Required for Branch Office Registration

• A certified copy of the Certificate of Incorporation, or registration of foreign company
• A certified copy of its charter, statute, or Memorandum and Articles
• A list of its directors containing personal information such as the nationality, identification number, passport number, residential address, and etc
• If any, a memorandum executed by, or on behalf of the foreign company stating the powers of the local directors
• A memorandum of appointment or power of attorney stating the names and addresses of two or more residents in Singapore, who will act as authorised agents to perform services and accept any official notices served to the company
• Registered office details
• A statutory declaration by the agents of the company

How AsiaBiz can help you:

All foreign companies are required to engage a professional service agent to assist in the registration and incorporation of their subsidiaries. AsiaBiz offers a quick, seamless and innovative package that begins with the registration of the business name followed by the company incorporation of your Singapore Branch Office.