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Raffles Place serves as Singapore’s central business district, hosting multinational headquarters and leading law firms. The Investment & Business Structuring framework governs how businesses are organized, funded, and governed within Singapore. It covers entity choice, cross-border structures, and the consistent application of regulatory and tax rules.
Key concerns include choosing between a private limited company, a partnership, or a limited liability partnership for holding investments or operating a business. Lawyers in Raffles Place frequently help with group structuring, inter-company agreements, and compliance with local filing requirements. The goal is to balance governance, risk management, and growth while complying with Singapore law.
In practice, you will work with corporate lawyers, tax advisors, and regulatory specialists to design a structure that fits your commercial objectives. This involves due diligence, documentation, and coordinating with authorities such as ACRA and MAS where applicable. The result is a cohesive, compliant setup that supports investment and expansion plans.
Setting up a Singapore Pte Ltd to hold international investments requires advising on the Articles of Association, share structure, and appointment of directors. A lawyer helps ensure compliance with the Companies Act and digital filing obligations.
Restructuring a family-owned business into a holding company with Singapore subsidiaries demands careful equity planning, inter-Group loan arrangements, and transfer pricing considerations. A legal counsel can draft shareholder agreements and intercompany loan documents to prevent disputes.
Dealing with a cross-border merger or acquisition in the Singapore market triggers due diligence, target disclosures, and regulatory notifications under the Securities and Futures Act where applicable. An attorney coordinates documentation and closing mechanics.
Preparing a JV with a local partner requires comprehensive drafting of the JV agreement, governance arrangements, and minority protections. A lawyer ensures compliance with Singapore law while protecting your commercial interests.
Ensuring AML/CFT and KYC compliance for corporate services, fund managers, or investment vehicles is essential. A legal advisor helps set up compliant controls and reporting processes with MAS guidelines where needed.
Structuring an investment fund or fund management entity in Singapore may implicate the SFA and MAS regulation. A lawyer can advise on licensing paths, offering documents, and ongoing regulatory obligations.
The governing framework for Investment & Business Structuring in Singapore rests on several core statutes and regulatory regimes. The most relevant are the Companies Act, the Limited Liability Partnerships Act, and the Securities and Futures Act.
Companies Act (Cap. 50) governs incorporation, directors, share capital, corporate governance, and annual filings for Singapore companies. It sets the baseline for how a Singapore private limited company is formed and managed, including minimum shareholding requirements and directors' duties.
Limited Liability Partnerships Act (Cap. 163A) provides a vehicle for flexible business arrangements with liability protection. It is commonly used for professional firms or investment ventures seeking a partnership structure with limited liability.
Securities and Futures Act (Cap. 289) regulates the back-end of investment activity, including capital markets, fund management, and collective investment schemes. It governs regulatory requirements for certain investment vehicles and investment activities in Singapore.
These acts are subject to ongoing amendments to reflect evolving business practices and regulatory priorities. For the latest consolidated text, consult the Singapore Statutes Online and the regulator portals mentioned below. ACRA oversees Company Act compliance and corporate registrations, while IRAS handles tax obligations for structured entities. Singapore Statutes Online provides the official, up-to-date versions of these laws. ACRA and IRAS are essential government sources for regulatory and tax matters.
Key acts governing Singapore business structuring include the Companies Act (Cap. 50), the Limited Liability Partnerships Act (Cap. 163A), and the Securities and Futures Act (Cap. 289). For the latest text see Singapore Statutes Online: Singapore Statutes Online.
ACRA oversees incorporation and annual filings for companies under the Companies Act, while IRAS administers tax compliance for structured entities. See ACRA and IRAS for guidance.
The Companies Act sets out the rules for formation, governance, and ongoing compliance. It covers directors, share capital, and annual filings needed to maintain a Singapore-registered company.
Submit the company name, director details, and share structure through the ACRA BizFile+ portal. You must appoint at least one resident director and provide a registered office address.
Annual returns are due within seven months after the end of your financial year. Late filing may incur penalties and affect your company’s good standing.
A director must be ordinarily resident in Singapore. ACRA provides guidance on director eligibility and residency requirements on its site.
LLPs offer flexibility in internal management and profit-sharing while limiting liability. They suit professional services or certain investment arrangements where formal governance needs differ from a company.
Yes, foreigners can own 100 percent of a Singapore company, subject to sector restrictions and regulatory compliance. In some cases a resident director requirement still applies.
Yes, at least one director must be ordinarily resident in Singapore. A local director can be a citizen, a permanent resident, or a person with a valid work pass who is ordinarily resident.
A holding company owns shares in other entities, while a subsidiary is a separate legal entity controlled by the holding company. Tax and governance implications vary by structure.
Costs vary by complexity, but expect a combination of fixed fees for standard filings and time-based charges for negotiations, drafting, and due diligence.
Timelines depend on due diligence and regulatory approvals, commonly 2-6 weeks for straightforward transfers, longer for complex cross-border deals.
The process involves board approval, shareholder consent, and filing changes with ACRA. Expect notice periods and updated constitutional documents.
Yes, cross-border transactions may trigger regulatory or competition notifications. Consult a lawyer to assess MAS, CCPC, or other authorities depending on the sector.
ACRA (Accounting and Corporate Regulatory Authority) - Singapore’s corporate regulator responsible for company registration, annual filings, and corporate governance rules. acra.gov.sg
MAS (Monetary Authority of Singapore) - Regulator for financial services, including licensing and supervision of fund managers and capital markets activities. mas.gov.sg
IRAS (Inland Revenue Authority of Singapore) - Administers taxation for individuals and businesses, including structured entities. iras.gov.sg
Clarify your investment and business structuring goals. Write a one-page brief describing the entities you may need, intended jurisdictions, and key deadlines.
Identify law firms or solo practitioners near Raffles Place with a focus on corporate structuring, tax, and regulatory compliance. Check practice areas and client reviews from trusted sources.
Request a preliminary consultation to discuss your structure, fees, and expected timeline. Ask for a draft engagement letter and a transparent fee schedule.
Prepare a confidentiality and information package for the lawyer, including business plans, shareholdings, and draft term sheets or MOUs.
Obtain and compare proposals for governance documents, share structures, and regulatory notifications. Request a sample timeline and milestone deliverables.
Agree on a structured process, including due diligence, document drafting, and board or shareholder approvals. Establish a communication plan and escalation path.
Engage the lawyer to draft and file necessary documents, coordinate with ACRA, MAS, or IRAS as required. Track progress against the agreed timeline.
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Each profile includes a description of the firm's areas of practice, client reviews, team members and partners, year of establishment, spoken languages, office locations, contact information, social media presence, and any published articles or resources. Most firms on our platform speak English and are experienced in both local and international legal matters.
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Disclaimer:
The information provided on this page is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and relevance of the content, legal information may change over time, and interpretations of the law can vary. You should always consult with a qualified legal professional for advice specific to your situation.
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