• Incorporation

    Representative Office Registration

Package

Representative Office Registration in Singapore involves creating a temporary setup without legal status, enabling a foreign entity to assess the business environment before establishing a branch or subsidiary.

Our package is designed to cover the requirements for the registration of a Representative Office in Singapore for foreign companies.

S$2,500

Per year

Both “a la carte” and “packaged” pricings are available on demand to better fit with your evolving corporate needs.

Please note that we reserve the right to modify prices and relevant terms without prior notice – if deemed necessary by market conditions.

What is Included in this Package

Services Included (First Year):

  • New Representative Office Registration

  • Bank Account Opening Assistance

  • 1st year Registered Address

  • 1st year Corporate Secretary

  • 1st year Accounting Bookkeeping (covering 200 transactions per year)

  • Government filing fees are also covered – with no additional or hidden charges

Services Included (Second Year Onward):

  • 1-year Registered Address

  • 1-year Corporate Secretary

  • 1-year Accounting Bookkeeping (covering 200 transactions per year)

  • Preparation of Financial Statements in Singapore format

  • Annual Return filing (with the ACRA)

  • Tax Planning Consultation

  • Tax Filing (with the IRAS)

  • Government filing fees are also covered – with no additional or hidden charges

Package Suitability

What Constitutes a Representative Office

A Representative Office in Singapore is an administrative arrangement set up by a foreign company to engage in market research, liaison activities, and promotional efforts for the parent company’s products or services in the competitive local market effectively.

It is not permitted to engage in any direct revenue-generating business activities or enter into binding contracts or agreements on behalf of the parent company.

Registration Process

The registration process involves submitting an application to the Accounting and Corporate Regulatory Authority (ACRA) along with the required documents, such as a letter of intent, the parent company’s financial statements, and detailed information about the proposed local representative.

Upon approval, the Representative Office can begin its activities – but limited to market research, liaison, and promotional activities on behalf of the parent company.

To Qualify as a Representative Office

To qualify as a Singapore Representative Office, your company must meet these criteria:

– Your foreign company must have an annual turnover exceeding $250,000 USD.
– Parent company must have been operational for at least three years.
– The Singapore Representative Office must not exceed five employees.
– Audited accounts of the parent company must be provided during application.

Incorporation Procedure and Timeline

STEP 1 - Submit Documents For Representative Office Registration in Singapore

To register a Representative Office in Singapore, the following documents and correspondence are required:

  • The registration application form.
  • A copy of the Registration Certificate or the parent Company’s Certificate of Incorporation – as applicable.
  • Copies of the audited accounts and the latest annual report of the parent company.
  • An endorsed undertaking to abide by the rules and regulations governing representative offices in Singapore.

Any documents in languages other than English must be translated into English before submission.

STEP 2 - Remote identity verification and document signing

We will verify your identity and conduct a Zoom call with you.

Following the call, the incorporation documents will be prepared and sent to you for signing via e-signature software.

You can sign the documents from the comfort of your home, eliminating the need to travel to Singapore.

STEP 3 - Name Reservation for Singapore Representative Office

We will reserve the name you have chosen.

Rejection is unlikely, as the law stipulates that the representative office must align with the parent company’s name.

STEP 4 - Completion of Singapore Branch Office Registration

After completing all the KYC and paperwork, we will proceed with the registration of your Singapore Representative Office.

Once the registration is finalized, we will send you the bizfile and all related documents.

Your presence in Singapore during this period is not required.

STEP 5 - Bank Account Opening

Upon incorporation of the Branch, we will promptly schedule a first virtual meeting for you with a Singapore-based bank.

A personal visit to Singapore will be necessary for opening a bank account.

Commonly Asked Questions

Role:

What is the role of a Representation Office in Singapore?

The Singapore Representative Office operates within the regulatory framework outlined by the Companies Act of Singapore, with specific roles and functions including:

  • Facilitating the registration process for the Representative Office in Singapore.
  • Conducting market research activities on behalf of the parent company.
  • Performing feasibility studies as necessary.
  • Conducting research and gathering intelligence on competitors and customers.
  • Undertaking market research on product, customer preferences, and pricing.
  • Collecting information relevant to establishing a permanent business entity in Singapore.
  • Cultivating trade contacts and addressing product inquiries.
  • Participating in trade shows and exhibitions.

Registration:

Is it required to engage a professional corporate services provider to register a Representative Office in Singapore?

Typically, foreign companies interested in establishing a representative office in Singapore will enlist the services of a corporate firm to navigate the legal requirements efficiently.

A professional corporate services firm typically offers the following assistance:

  • Singapore Representative Office Registration:
      – Assisting in completing the application according to guidelines and requirements of the approving authorities,
    • – Handling the filing of necessary paperwork with the relevant authorities for registration.
  • Acting as a liaison between the company and the authorities:
      – Serving as the main point of contact between the company and authorities in case of any clarifications needed by the authorities.
  • Employment Pass Application:
      – After the approval of the representative office in Singapore, assisting with filing an employment pass application for the individual relocating from the head office to Singapore as an authorized agent by the company.

Is it possible for a newly established company overseas to register a Representative Office in Singapore?

In order to establish a Representative Office in Singapore:

  • The foreign parent company must have been operational for a minimum of three years.
  • Additionally, the parent company must demonstrate a sales turnover exceeding US$250,000.

Failure to meet these criteria will result in the inability to register the representative office.

Does the application for a Representative Office in Singapore require approval from the Authorities?

Similar to other business documents or entities in Singapore, the application for a Representative Office is subject to approval by authorities.

If you meet the following basic requirements, there should be no issue in establishing a Representative Office in Singapore:

  • Your overseas company is a well-established, registered entity.
  • Your planned business activities and objectives align with the permissible actions for a Representative Office in Singapore.

What is the typical timeframe for registering a Representative Office in Singapore?

After submitting the application, approval from the authorities typically takes around one week. However, there are instances where additional clarifications are requested, extending the registration process by another one to two weeks.

In non-liberalized business sectors, particularly those related to finance, the approval process may take longer due to its intricate and detailed nature.

For most other sectors, the registration process for a representative office is relatively straightforward. This assumes that the foreign company is well-established and its planned activities align with the scope of a representative office.

Is it mandatory to physically visit Singapore to register a Representative Office?

Physical presence in Singapore is not mandatory for registering a Representative Office for your company. The relevant authorities in Singapore can collaborate with you via email and through couriered hard copy documents to complete the necessary procedures.

However, visiting Singapore may be required if you intend to open a corporate bank account. All banks in Singapore typically require an interview with stakeholders for account opening. For most banks, meetings can be arranged either at the bank or at our office.

Bank Account Opening Timeline?

Opening a Singapore corporate bank account typically takes between 3 to 4 weeks.

However, it’s important to note that Singapore banks require at least one physically present Executive Director in Singapore to provide their signature for the account opening documentation.

Approval and Renewal Procedures for Registering a Representative Office in Singapore

  • After successful registration, the authorities issue a Letter of Approval confirming the establishment of the representative office.
  • The representative office in Singapore is initially registered for a period of one year. Upon expiration, renewal of registration is required.
  • Renewal notices are typically sent by the authorities two months before the expiration date.
  • Registration renewal must be completed at least seven days before the expiry date.
  • If there’s no response from the representative office regarding renewal, a reminder notice is sent on the expiry date. If still no response is received, a final reminder is sent to the head office one month after expiry, providing 14 days to respond. Failure to respond initiates the deregistration process by the authorities.
  • As the Representative Office in Singapore is a temporary arrangement of the parent company, operating for three years, registration must be renewed annually throughout its three-year tenure. Upon completion of the three-year period, the parent company is required to register either a branch office or a subsidiary company.”

Key Principles:

Limitations of a Representative Office in Singapore

A Singapore Representative Office is strictly prohibited from engaging in the following activities:

  • Trading activities such as import/export aimed at generating profit.
  • Leasing warehouses for trading purposes or revenue generation.
  • Subleasing office premises to third parties for any business purposes.
  • Negotiating business contracts, receiving letters of credit, or issuing invoices on behalf of the foreign parent company.
  • Identifying suppliers or sourcing raw materials/industrial parts.
  • Providing services such as consultancy or systems implementation.
  • Conducting advertising, marketing, or promotional activities.
  • Synchronizing operations between the foreign parent company and clients.
  • Managing or liaising with agents, regional distributors, subsidiaries, or branches.
  • Undertaking supervisory activities or quality control checks.

Types of Studies and Research

Here are various types of feasibility studies and market research that a Representative Office in Singapore can undertake:

  • Gathering information about clients and the market.
  • Researching price expectations, product demand, and end-user requirements.
  • Collecting information about the process of establishing a permanent business presence in Singapore.
  • Managing product inquiries and establishing trade contacts.
  • Planning participation in exhibitions and trade shows.

Dependency on Parent Company

Unlike a subsidiary company, a representative office is considered part of the parent company and not a separate entity.

Consequently, the parent company bears full responsibility for all debts and liabilities incurred by the representative office in Singapore.

Same Name as Parent Company

A representative office in Singapore must bear the same name as the parent company.

If there are concerns regarding name uniqueness, authorities will make decisions on a case-by-case basis.

Temporary Arrangement for Three Years

The Representative Office in Singapore serves as a temporary arrangement for the parent company, operating for a duration of three years.

Upon completion of this period, the parent company is mandated to register either a branch office or a subsidiary company.

Additionally, the registration of the representative office must be renewed annually throughout its three-year tenure.

Limitation on Appointed Employees

The Representative Office in Singapore is permitted to hire a minimum number of essential employees for its operations.

However, it must appoint a chief representative staff member from the head office who is required to relocate to Singapore and oversee the office’s activities.

As the representative office is not a standalone business entity, it is restricted in its hiring capabilities.

In accordance with Singapore regulations, the representative office may employ a maximum of five employees.

Notification of Any Changes

In the event of any changes within the representative office, such as alterations to representatives, addresses, or registered activities, the following procedures apply:

  • Notification must be provided to Singapore authorities at least one month prior to the intended change taking effect.
  • In case of a change in the parent company’s name, the notification must include a copy of the change of name certificate.

Declaration of Representative Office Status

A Representative Office in Singapore is required to explicitly state its status as a representative office of the parent company on all legal and official correspondence, as well as on stationery such as name plaques, staff name cards, and other communication materials.

Filing Obligations and Tax Exemptions

As the Representative Office in Singapore is not incorporated, it is not subject to the filing requirements imposed on incorporated entities or registered corporate bodies.

Additionally, it is not obligated to maintain statutory documents or submit tax returns in Singapore.

Authorized to Obtain Central Registration Number

A Representative Office in Singapore is eligible to obtain a central registration number for importing and exporting sample products and materials of the parent company.

However, it is important to note that the Representative Office is strictly prohibited from engaging in any business or trading activities using the central registration number.

Lives and Ceases with the Parent Company

The Representative Office in Singapore operates solely as an extension of the Parent Company.

Consequently, if the Parent Company becomes dormant, the Representative Office in Singapore is also obliged to deregister.

Deregistration may occur if the office is found to be inactive or in violation of laws.

A Representative Office in Singapore may be deregistered if it remains inactive or fails to comply with the requirements set by Singaporean trade authorities.

INQUIRY FORM

–

INCORPORATION 

(Representative Office Registration)

Please complete the Inquiry Form below to receive tailored assistance for your business operations and corporate needs from BESO.

Our team of experienced advisors will promptly reach out to you.

Thank you for your interest!

BESO Corporate Services PTE LTD

hello@beso.sg

60 Paya Lebar Road, #07-54 Paya Lebar Square, Singapore 409051

+65 6303 4429

+65 9248 0866

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