The decision to relocate a business is a significant step that requires meticulous planning and execution. If considering moving business from Hong Kong to Singapore, it’s crucial to navigate the complex process with precision. From legal requirements to company setup, visas, and tax implications.

Consider business structures

Before initiating the relocation process, it is necessary to evaluate different business structures.

• 1. Apply for work visas for the employees of the company to operate in Singapore.
  2. Gradually address liabilities of HKCo, either settling them in Hong Kong or transferring them to SingCo.
  3. Transfer business assets, including contracts, intellectual property, financial assets, equity holdings, property and inventory from HKCo to SingCo.
  4. Obtain a no objection certificate from the Commissioner of Inland Revenue in Hong Kong and file for de-registration from Hong Kong’s Companies Registry for HKCo.

Obtain approval for company’s name

Singapore company law mandates that company’s name must be approved before incorporation. The name should follow these guidelines:

1. It should be unique and distinct from existing businesses in Singapore.
2. The name should not be reserved by another entity.
3. It should not infringe on trademarks or copyrights.
4. It must not be obscene or vulgar.

Comply with legal requirements

Adhering to legal requirements is pivotal for relocating business. Register the business with relevant authorities and secure necessary licenses and permits. Depending on the industry, it is necessary to engage with entities such as the Board of Architects (“BOA”) and Enterprise Singapore (“ESG”).

Shareholder requirement

Singapore companies must have at least one shareholder, who can be an individual or another company. The maximum number of shareholders for a private limited company is 50 and foreigners can own 100% of the shares.

Minimum capital

The minimum capital required for company registration in Singapore is SGD 1, which can later be increased by injecting additional funds as needed.

Directorship

Both Singapore-resident and foreign-resident individuals can be directors of Singapore companies. However, at least one director must be a Singapore resident.

Company Secretary

A company secretary residing in Singapore is mandatory for ensuring compliance with regulatory obligations and filings.

Registered Address

The company must have a registered address in Singapore for keeping statutory documents.

Corporate Structure and Documents

Define corporate structure, including shareholders’ ownership percentages, directors and initial share capital. Collect and verify identification and background information about shareholders and directors.

Foreign corporate entity registration

Understand the registration process for foreign corporate entities as limited companies by shares. This involves reserving a company name, applying for registration, submitting required documents, meeting registration conditions, and adhering to relevant legal processes.

Open a bank account

Facilitate business transactions by opening a bank account for your Singapore company.

Conclusion

The relocation of business from Hong Kong to Singapore is a transformative journey that demands meticulous planning and execution. By considering the range of business structures, adhering to legal requirements, securing visas, and navigating tax implications, one can ensure a seamless transition. Relocation is not merely a change of location but an opportunity to grow, adapt, and thrive in a new business environment. With a well-executed relocation strategy, an individual can position the company for success in Singapore’s vibrant and dynamic business landscape.

How we can help?

1. Our team can assist by understanding business aspirations and goals and help with an optimal business structure that aligns with long-term vision.
2. Our professionals can guide in re-domiciliation process from one jurisdiction to another by assisting in regulatory compliance of that country, paperwork, compliance requirements and regulatory processes.
3. Our team of professionals can navigate through the visa processes of the employees transferring from one jurisdiction to another and help in complying with local regulations.