Singapore Company Types: Pte Ltd, LLP and More 2026

Singapore offers a long list of legal structures, and most guides make you read all eleven definitions before telling you anything useful. This one does it the other way round: the fast answer first, a deeper comparison table than any competitor, and the catches the sales pages leave out, including one exemption that can save you thousands and that almost nobody explains.

The 30-second answer

For roughly 95% of founders, including startups, e-commerce sellers, consultants, and anyone raising money or hiring, the answer is a Private Limited Company (Pte Ltd). It gives limited liability, 100% foreign ownership, the 17% corporate tax rate, and the credibility banks and investors expect.

The rest of this guide is about the exceptions: when a different structure fits, the foreigner-specific routes, and the audit exemption most guides bury.

~95%of founders pick a Private Limited Company (Pte Ltd)

100%foreign ownership allowed, though a resident director is still required

17%corporate tax rate, reduced further on early profits

The master comparison table

Every structure on the axes that actually decide the choice. The audit column and the resident-director column are the two most guides omit.

Private Limited Company (Pte Ltd) in Singapore, the Default Choice

This is the standard Singapore company and what almost everyone means by "setting up in Singapore." It is a separate legal entity, so the company, not you personally, owns the assets and carries the debts.

• Limited liability, 100% foreign ownership, up to 50 shareholders.
• Minimum paid-up capital of S$1, nothing deposited to incorporate.
• Taxed at 17%, reduced on early profits by the Start-Up Tax Exemption (see corporate tax).

Choose if: you are building anything you might scale, hire into, raise money for, or invoice internationally. Avoid if: you genuinely have a tiny local-only side activity with no liability exposure (a sole proprietorship is cheaper, with the trade-offs below).

Note the one gating requirement for non-residents: a Pte Ltd needs a resident director. That is the real catch, covered in setting up as a foreigner.

Exempt Private Company (EPC): why the label matters

An EPC is not a separate structure, it is a sub-type of the Pte Ltd: at most 20 shareholders, all individuals (no corporate shareholder). It matters because it unlocks simpler filing and, combined with size, the audit exemption below. If your cap table is a handful of people, you are probably an EPC without thinking about it.

The audit exemption most guides will not explain

Here is the single most valuable fact on this page, and it is missing from the entire first page of Google. A Singapore private company does not need a statutory audit if it qualifies as a "small company": it is private and meets at least two of these three in the last two financial years.

Meet two of the three and you skip the annual audit (group companies also test a "small group" version). For an early-stage company that is a real, recurring saving.

Singapore vs Hong Kong: this exemption has no equivalent in Hong Kong, where every company must be audited every year regardless of size. If avoiding a mandatory annual audit matters to you, this is a genuine point in Singapore's favour. See the Hong Kong company types guide for that side.

Sole proprietorship, partnership, LP, LLP: rarely right for foreigners

Grouped for a reason: none of these give you the Pte Ltd's combination of limited liability and corporate tax treatment.

• Sole proprietorship and general partnership: cheapest and simplest, but you are personally liable for all debts, there is no perpetual succession, and profits are taxed at your personal rate, not 17%. Fine for a local resident with a low-risk activity, wrong for a foreigner building anything.
• LP and LLP: an LLP gives limited liability for partners' own non-negligent acts and is popular with professional firms, but it is still taxed at the partners' personal rates, not the corporate rate, and does not read to investors like a Pte Ltd.

Choose if: you are a local professional or a solo low-risk trader. Avoid if: you are a non-resident, want a liability shield, want the 17% rate, or might ever raise capital.

Setting up as a foreigner: subsidiary vs branch vs representative office

This is the decision that actually matters for a cross-border founder, and where the domestic roster above is a distraction.

Rule of thumb: most foreign groups want a subsidiary for the liability ring-fence and access to Singapore's tax exemptions. A branch only makes sense when you specifically need to operate under the parent's identity and accept non-resident tax treatment. A representative office is a market-testing tool that becomes a trap the moment you want to invoice a customer.

The resident-director requirement (the catch for non-residents)

Whichever operating entity you pick, a Singapore company must have at least one director ordinarily resident in Singapore (a citizen, permanent resident, or eligible pass holder). A non-resident founder therefore either relocates on a work pass, or appoints a nominee director as a recurring service. This is the real constraint the taxonomy hides, and the full mechanics (cost, how a nominee arrangement actually works, the risks) are in setting up as a foreigner.

VCC (Variable Capital Company): for funds

Rarely covered on generalist pages, but important for fund managers and sophisticated holding structures. The VCC is a Singapore-specific, MAS-regulated vehicle for collective investment schemes, allowing multiple sub-funds under one umbrella with segregated assets. If you are structuring a fund rather than an operating business, this is the lane. Hong Kong's nearest equivalent is the Open-ended Fund Company (OFC).

Public company and company limited by guarantee

For completeness, and because they occasionally fit:

• Public Company Limited by Shares: for raising capital from the public or listing, with heavier disclosure. Overkill unless you are genuinely going to market.
• Company Limited by Guarantee: no share capital, for non-profits, foundations, and associations, where profits are not distributed.

Which entity should you actually choose?

• Solo or team of foreign founders building a real business: Private Limited Company (a subsidiary if you have a foreign parent).
• Foreign group wanting a ring-fenced Singapore arm: Subsidiary.
• Foreign company that must operate under its own identity: Branch (accept non-resident tax).
• Just testing the market, no revenue yet: Representative Office (convert before you sell).
• Fund manager: VCC.
• Local low-risk solo trader: Sole proprietorship, eyes open on unlimited liability.