Registering your IT business in Singapore: what should I do?

Registering your IT business in Singapore: what should I do?

Hello colleagues!

My last material was criticized according to two criteria: incorrect authorship of the quote and an error related to the selection of the picture. Therefore, I decided, firstly, to have an educational conversation with a photographer. And secondly, to carefully check the statements used and, importantly, if necessary, change them a little, so that I would not be accused of not knowing English as well.

That is why the originally planned second part of the title “What can I do” (by Alan Silson, performed by Smokie) had to be changed to “What should I do”, since “can” and “should” are completely different verbs, and the second is much more correct in the context of the topic of the article than the first one. For everything else, including the practical usefulness of the material, the accuracy of the facts presented and the algorithms of action, I bear full responsibility to the readers.

Do I need it?

The obvious answer to this question: “Of course, because Singapore is the key to the economy of the entire Southeast Asian region,” will not be entirely correct. The fact is that this jurisdiction provides extremely favorable conditions for doing business, but the cost of the entry threshold will not be acceptable in all options (and there are quite a few of them). However, if you are willing and willing to make certain compromises, finding a budget option is quite realistic.

Let me explain with an example. Actually, the costs of registering and maintaining the operation of a company in Singapore are somewhat lower than in many other developed countries. Therefore, work without the creation of Substance (ie, the actual presence) will not require significant investments. Another thing is that the long-term prospects for such a business structure will not be the most rosy. But a full-fledged office and staff working all week is really expensive.

In other words, you will have to choose between a compromise budget option with some drawbacks and a full-fledged Substance with others. But in any case, the misconception that exists on the net, according to which business in Singapore is very expensive, can be successfully spent on a well-deserved and worthy rest.

And now - one more consideration that is directly related to the answer made in the subheading. You write great and optimized code. Thoroughly understand the architecture of modern programming languages ​​(C++, Java Script, Python, Ruby, PhP - underline as necessary). Build unique algorithms in your head. Always find non-standard solutions that use hidden OS and CPU resources? Great, I'm happy for you. All these talents - important, relevant, useful - will not guarantee your success.

Let me develop a thought: success in the Singapore market itself is not particularly important and necessary for you. Forget about him, there are things much more essential. A seditious statement, for which a rod and exile to Siberia are due? Not at all. The Singapore market itself, in addition to being highly competitive, is very small. This jurisdiction is valued not so much for its potential business opportunities (although they certainly should not be discounted), but for its reputation in the business world. In other words, by opening a business structure in Singapore, you order and pay for a powerful advertising company for your products on the world market. This thought, of course, is very rough, but it conveys the essence of the idea perfectly.

Phase #1. What about talking?

The mentality of a person born in any of the countries of the former USSR lies in the fact that at first he delays any important steps until the last, and then, when all the deadlines have already expired, he begins to act. The stage of situation analysis is usually not included in this chain, which is why in 99% of cases the life path of a business structure turns out to be very short. Therefore, I suggest that you familiarize yourself with the recommended course of action, which has proven to be effective. However, if you are used to going your own way and stepping on the same rake over and over again, I will not object. After all, everyone chooses for himself ... (Yuri Levitansky).

Choice of intermediary

To begin with, I note that it is precisely the selection of a specialist who will represent your interests and deal with all organizational chores, since you physically cannot perform some stages on your own. This, at a minimum, concerns the approval of the name and filing of papers with ACRA (Corporate Regulation and Accounting Administration). To do this, you will need a resident of Singapore with the appropriate authority.

It is extremely difficult to do without it even if your company has experienced and qualified international lawyers on staff, and at least one of them must be a resident of Singapore. An independent attorney will cost you some money. So, for the all-inclusive service, my company takes a little more than 8 thousand USD. But in return, the client gets the opportunity to entrust all the troubles to a specialist and not think about the risks associated with the refusal of registration, as well as expert support and many additional services. It seems to me that such an approach justifies the insignificant (by relevant standards) costs.

Name booking

The main requirement is the originality of the name. Try to distance yourself as much as possible from combinations known to everyone, because in this case, with a high degree of probability, you will be crushed by lawsuits from copyright holders. Take, for example, a Linux distribution with the cute name LindowsOS. As you might guess, the project was focused (may the earth be digital down to it in the world of FreeSpire) for better compatibility with Windows.

What happened in 2002 is what we are talking about now. The company received a lawsuit from the Redmond giant for the consonance of trademarks, but two years later, Microsoft management preferred to settle the matter peacefully and offered $ 20 million as compensation ...

Note that for reliability, it makes sense to prepare several names for the registrar (in case one is busy or rejected). But it is better not to use services that check originality, because their creators will not give you any guarantee.

The structure of the company

First of all, it is worth deciding on the organizational and legal form. It can be Company Limited or Limited Liability Partnership - a company or, respectively, a partnership, but both options involve limited liability. Note that the Company form has several types: Private, Public, Limited by shares, Limited by guarantee, etc.

It is difficult to say which of the options is right for you without additional in-depth analysis of all inputs. The prevailing tax climate, external funding requirements, the number and type of shares issued, and a host of other factors, some of which are far from superficial, must be taken into account.

Должностные лица

Becoming at the helm of your own company is very tempting, but this option is far from always optimal. The fact is that one of the directors must be a resident of Singapore. Important clarification: one, but not necessarily the only one. Your next steps will depend on whether you are ready to move to Singapore.

If so, feel free to take the helm. But remember that you will have to take care of obtaining a visa in advance and come to terms with the fact that information about your modest person as a beneficiary will be transferred to the Federal Tax Service. And this factor in many cases is undesirable.

If you are not yet ready to move, or do not want to “shine” in the Russian Federal Tax Service, you will need the services of a nominee director. Fortunately, Singapore law provides for such a scheme. You will also need a secretary (actually a business manager). He must be a) solely an individual and b) a resident of Singapore. Note that prior to commencement of the filing process, the secretary will be required to sign Model Form 45B (Companies act, section 50, section 173) and documentary evidence of agreement to take up the position, as required by the Companies Act.

Legal address

Initially, I planned to convince you that real success and the ability to communicate “on a short footing with the powers that be” is the prerogative of a full-fledged Substance. With a classic office, a good coffee machine and a nice secretary lady. And various compromise options, many of which, by the way, do not work at all in modern realities (PO boxes, fictitious addresses, etc.) are a road to nowhere.

But then I realized that the attributes of a “beautiful life” (sorry, a solid business) are not yet success. If your product or service "shoots", if customers like it and want to buy it, if they try to copy it, that's success. The program itself can be written by a group of freelance programmers. In the end, the lack of a full-fledged office with all the necessary attributes did not prevent Steve Jobs, Steve Wozniak and Ronald Wayne from founding Apple.

Friends, please do not confuse attributes and true values. The first without the second does not bring any benefit and most negatively affects the existing budget. Believe me, it is possible and with minimal cost to wipe your nose with the greats of this world, which we talked about at the beginning of the section. It is quite possible! However, many readers will disagree with me.

Constitution

This document has nothing to do with the basic law of the state (in Singapore, it was adopted back in 1965, the latest additions - in 1996). In this jurisdiction, it means a set of rules that includes a company's charter and memorandum that previously existed independently of each other. Corresponding changes were made by global amendments to the Companies Act.

The document should indicate (the most significant points):

  • Authorized capital
  • Registered Address
  • Name of the director
  • Legal form

A model charter can be found on the Internet, but no one will give you any guarantee that it meets all modern requirements. Therefore, I recommend visiting the official website of the regulator (ACRA) and download the latest version from it.

Bank choice

You will have to choose a financial institution for servicing yourself, because in this case, circumstances that are difficult to describe in words will often be taken into account. I will tell you about the advantages and disadvantages of working with both Singaporean and foreign banks, after which I will try to choose the best option.

Preparation and planning phase

Usually my employees once again discuss all the details with the client, and only after that the direct preparation begins. The procedure itself will include:

  • Company registration.
  • Entering data into the register IRAS (Inland Revenue Authority of Singapore). I will clarify that a personal account will be created automatically.
  • Opening a corporate bank account.
  • Obtaining the necessary licenses and permits. They may, for example, be needed to launch a payment system, issue electronic money, trade (import and export) and some other activities.
  • Final preparation of all documents.

Phase #2. Registration

If my experts were involved in your case (after all, you wouldn’t take risks and try to open a company on your own?), there shouldn’t be any problems. The package of documents will be submitted to ACRA (via the standard BizFile channel). The approval procedure takes no more than 3 days, although in most cases everything happens online almost instantly.

But I want to clarify that it’s too early to congratulate yourself on success and uncork champagne (or what do you prefer to drink there on major holidays?). We all did a good job, but the result achieved is only part of the matter, albeit the most difficult one.

Phase #3. Additional events

The main task to be performed is opening a bank account in the chosen jurisdiction. In Singapore, the procedure will require your personal presence, in other countries (for example, in Switzerland) you can do without it. But remember that choosing a bank is an extremely responsible step that does not tolerate fuss.

What remains to be done if you are aiming for real substance and actual presence in the jurisdiction (see an important note below):

  • Register for GST (an analogue of domestic VAT, which our businessmen “love” so much).
  • Applying for work visas for employees (including yours if you decide to hide behind a nominee service at first).
  • Get additional funding (state grants and subsidies, including those specialized for the IT segment).
  • The actual acquisition of additional licenses that we discussed in the previous step.
  • Personnel selection. Let me specifically clarify that local businesses are extremely wary of commercial structures whose offices use the English language of the “London from the Capital of Great Britain” format. Colleagues, I strongly recommend that you train your staff, otherwise you will be waiting for new clients exactly until the second coming.
  • Setting up a digital office. You will need a stable and high-speed communication channel, a meeting room and trained personnel. I also remind you that it is highly desirable to acquire a coffee machine, office equipment and a pretty secretary. Unfortunately, I can't help you with the last point.

Attention! The described activities are necessary only when you plan to work fully in Singapore. If compromise options are used (outsourcing, freelance services, etc.), you can do without them!

instead of an epilogue

I tried to cover all the stages of registering a new business structure in Singapore as much as possible, but not burden the text with endless transfers, prices for services, options for circumventing difficulties and other information that would be useful in case of opening a company on your own.

You may not agree with me, but I still allow myself a categorical statement: without expert support, you will only waste your time and money. And then, when neither one nor the other is left, you will say that Alexandra and her portal are a bunch of amateurs who just want to sell a service. No and no again. We strive to ensure that domestic businesses receive a permanent residence permit in Singapore, and this work requires considerable qualifications and experience.

Yes, you write great code, you want to promote original and in-demand IT services, or you are ready to show the world new digital wonders (this is probably what Steve Jobs thought when he introduced the iMac, which became a symbol of Apple's renaissance, to the user community in 1998). But the company must be registered by professionals who are ready to guarantee the quality.

Source: habr.com

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