Incorporating a Subsidiary Company, Representative Office or Branch Office

Understanding key differences between these 3 Business Structures is an important step towards expanding your business venture.

Documents/information required for registration of a Subsidiary Company:

  • A certificate of incorporation of the parent company
  • An extract from the Registrar of Companies that shows the current registered address and directors of the parent company
  • A corporate resolution authorising a specific individual to sign necessary subsidiary documents on behalf of the parent company
  • Passport particulars and residential address details of individuals who will act as the directors of the Singapore subsidiary
  • Signed Consent to Act As Director by each proposed director
  • Registered address details for the Singapore subsidiary
  • Memorandum & Articles of Association for the Singapore subsidiary

Documents/information required for registration of a Branch Office:

  • A certified copy of the Certificate of Incorporation of the foreign company
  • A certified copy of the Constitution of the foreign company
  • Particulars of the directors of the foreign company
  • A memorandum of appointment and details of at least 1 person resident in Singapore who will act as the authorised representative for the Singapore branch office
  • A memorandum executed by or on behalf of the foreign company stating the powers of the local authorised representative
  • Details of the registered office address in Singapore

Documents/information required for registration of a Representative Office:

  • Copy of the parent Company’s Certificate of Incorporation or Registration Certificate
  • Copy of the parent company’s latest annual report and audited accounts
  • Duly endorsed undertaking to abide by the Terms and Conditions governing the representative offices in Singapore

Special Notes regarding Representative Office

  • The entity of a Representative Office is temporary. To continue operations in Singapore, it must upgrade to a subsidiary company or a branch office after three years
  • A Representative Office must be renewed annually during the initial three-year period
  • A Representative Office cannot hire more than five employees
  • A Representative Office is allowed to import and export sample goods from a parent company using its registration number, but strictly prohibited from involving in any commercial activities
  • When its parent company becomes dormant, a Representative Office must be de-registered

VentureHaven is your One-Stop Corporate Services Provider. Contact us for a free consultation about setting up a Subsidiary Company, Representation Company or Branch Office.

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