Singapore Subsidiary VS Singapore Branch

Singapore Subsidiary

Legal Status

A Singapore Subsidiary is a locally incorporated company which can be 100% owned by foreign individual and corporate. It is separate legal entity from its members and directors. Members have limited liability.

Entity Name and Suffix

The choice of name of a Singapore Subsidiary is subject to approval by the Accounting and Corporate Regulatory Authority (“ACRA”). 

The Company suffix is PTE.LTD or PTE.LIMITED

Business Activities

The company can conduct all business activities as registered. The nature and extent of a Singapore Subsidiary’s activities are governed by its Constitution  (commonly known as “M&AA”).

Officers

A Singapore Subsidiary must have at least one director who must be ordinarily resident in Singapore. A Singapore citizen, a Permanent Resident of Singapore or an expatriate holding a valid employment pass may act as the resident director.

Shareholders

A Singapore Subsidiary may be incorporated with only one shareholder who can be the individual or company. There is no requirement for shareholder(s) to be resident in Singapore.

Statutory Registers

A Singapore Subsidiary is required to keep certain statutory registers and minute books under the Companies Act, Cap. 50.

Registered Office

A Singapore Subsidiary must have a local registered office.

Singapore Branch

Legal Status

A Singapore Branch is the entity as the parent company (“Head Office”) which incorporated outside Singapore.

Branch is not a separate entity but only an extension of its Head Office. Any action against a Branch is tantamount to an action against the Head Office. 

Entity Name and Suffix

The name of the Singapore branch office is required to be the same as the head office and need to obtain a  approval from ACRA before registration. The branch suffix is Singapore Branch.

Business Activities

The branch must conduct be the same business as the Head Office. The activities of a Branch are governed by the Memorandum and Articles of Association (M&AA) and/or By-laws of the Head Office.

Officers

A Singapore Branch is required to have at least 1 local authorised representative and a registered office in Singapore

Shareholders

Depends on the Constitution/M&AA of the Head Office.

Statutory Registers

It is advisable to keep all the statutory registers and minute books in the registered office in Singapore.

Registered Office

A Singapore Branch must have a local registered office.

 

Types of Singapore Companies >>

Singapore Company Formation >>

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