Introduction
Singapore is one of the world’s best places to start and run a business. Known for its stable economy, low taxes, and pro-business policies, it allows individuals — whether residents or foreigners — to set up and run a company with only one shareholder and one director.
Though Singapore does not officially use the term “One Person Company” (OPC) like India does, the functional equivalent is the Private Limited Company (Pte Ltd). This structure allows a single person to own and manage a business legally and efficiently.
1. What is a One Person Company in Singapore?
In the Singaporean context, a One Person Company is essentially a Private Limited Company (Pte Ltd) with:
- One shareholder (100% ownership)
- One director (can be the same person)
- A separate legal identity from the owner
- Limited liability for debts or losses
It is fully legal to form and operate a company in Singapore with just one person, whether you’re a Singaporean, Permanent Resident, or foreigner (with some conditions).
2. Key Features of Singapore One Person Company
| Feature | Details |
|---|---|
| Type | Private Limited Company (Pte Ltd) |
| Shareholder | Minimum 1 (can be a person or a company) |
| Director | Minimum 1 (at least 1 must be a local resident) |
| Liability | Limited to company assets |
| Legal Entity | Separate from owner |
| Tax | 17% flat corporate tax, with exemptions for startups |
| Registration | With ACRA (Accounting and Corporate Regulatory Authority) |
3. Benefits of Registering a One Person Company in Singapore
✅ 3.1 Limited Liability Protection
As the owner, your personal assets are not at risk if the business incurs debt or lawsuits.
✅ 3.2 Global Credibility
Singapore companies enjoy high trust internationally, especially in banking and finance sectors.
✅ 3.3 Low Corporate Taxes
Corporate tax is capped at 17%, and new companies enjoy significant tax exemptions for the first 3 years.
✅ 3.4 Government Grants
Locally owned companies may qualify for various grants, such as the Startup SG Founder Grant, EDG, and more.
✅ 3.5 No Capital Gains or Dividend Tax
Singapore does not tax dividends or capital gains, making it attractive for business owners.
✅ 3.6 100% Foreign Ownership Allowed
You don’t need a Singaporean partner. Foreigners can own 100% of shares.
4. Requirements for Setting Up a One Person Company
| Requirement | Description |
|---|---|
| Director | At least 1 local resident (Singapore citizen, PR, or EntrePass holder) |
| Shareholder | At least 1 (can be local or foreign) |
| Company Secretary | Mandatory (must be appointed within 6 months of incorporation) |
| Registered Address | Must be in Singapore (no PO Box allowed) |
| Paid-up Capital | Minimum SGD 1 |
Note: If you are a foreigner and want to be the sole director, you must appoint a local nominee director or relocate under an EntrePass.
5. Step-by-Step Process to Register a One Person Company
Step 1: Choose a Company Name
- Use ACRA’s BizFile+ to check availability
- Name must not be identical or misleading
Step 2: Appoint Company Roles
- Director: Must have at least 1 local director
- Shareholder: You can be the sole shareholder
- Secretary: Must be a local individual or company (appointed within 6 months)
Step 3: Prepare Incorporation Documents
- Company constitution (formerly Memorandum & Articles)
- Identification and proof of address of directors/shareholders
- Consent to act as director
- Registered address details
Step 4: Register with ACRA
- Registration can be done online via BizFile+
- Government fee: SGD 315 (SGD 15 for name, SGD 300 for incorporation)
Step 5: Receive Incorporation Certificate
Upon approval (usually within 1 day), you will get:
- Certificate of Incorporation
- Unique Entity Number (UEN)
6. Post-Incorporation Tasks
✅ 6.1 Open a Corporate Bank Account
Options include:
- DBS
- OCBC
- UOB
- Airwallex, Wise (for non-traditional solutions)
✅ 6.2 Appoint Auditor (if needed)
Companies with revenue > SGD 10 million or total assets > SGD 10 million must appoint an auditor.
✅ 6.3 Apply for Necessary Licenses
Depending on the business activity (e.g., food, finance, education), you may need additional licenses.
7. Taxation of One Person Company in Singapore
| Tax Type | Rate |
|---|---|
| Corporate Tax | 17% flat |
| Start-up Tax Exemption | 75% off first SGD 100,000 profit; 50% off next SGD 100,000 (for first 3 years) |
| GST (VAT) | 9% (only if turnover > SGD 1 million/year) |
| Dividend Tax | 0% |
| Capital Gains Tax | 0% |
8. Comparison: One Person Company vs Sole Proprietor
| Feature | Private Limited (OPC) | Sole Proprietorship |
|---|---|---|
| Legal Status | Separate entity | Not separate |
| Liability | Limited | Unlimited |
| Ownership | 1 person | 1 person |
| Image | Highly credible | Less formal |
| Tax Benefits | Yes | Taxed at personal income rates |
| Complexity | Medium | Simple to start |
9. Can Foreigners Start a One Person Company?
Yes, but you must:
- Hire a local director (nominee director service)
- OR apply for an EntrePass to become a resident director
Many foreign entrepreneurs use company formation firms that offer:
- Nominee director services
- Virtual office address
- Company secretary
- Bank account opening help
Common providers:
- Sleek
- Osome
- Rikvin
- Lanturn
10. Responsibilities of the Sole Director
Even if you’re the only director and shareholder, you must:
- File Annual Returns
- Submit Corporate Tax Returns
- Maintain accounting records
- Hold Annual General Meetings (can be waived under certain rules)
- Renew business licenses (if any)
- Ensure compliance with IRAS and ACRA
Failing to meet these duties can result in penalties, fines, or company striking off.
Conclusion
A One Person Company in Singapore offers incredible advantages for solopreneurs:
- Full legal control
- Limited liability
- Tax efficiency
- Access to global markets
- Prestigious business jurisdiction
Whether you’re a freelancer, startup founder, or global digital nomad, setting up a Private Limited Company in Singapore allows you to operate legally, scale globally, and protect your assets — even if you are the only person in the business.