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ACRA recognises seven types of company in Singapore. Four are private and three are public, and they differ by member limit, liability and whether they may offer shares to the public. For most small businesses the answer is the private company limited by shares, the Pte Ltd.
Checked against ACRA's company types page.
What are the seven types of company?
ACRA's page compares seven.
| Type | Member limit | Liability | Suffix | ACRA says it suits |
|---|---|---|---|---|
| Exempt private company | 20 individuals | Limited | Pte Ltd | Small businesses, startups |
| Private company limited by shares | 50 individuals or corporations | Limited | Pte Ltd | Medium businesses |
| Unlimited private company | Not specified | Unlimited | Not specified | Rare, specialised uses |
| Unlimited exempt private company | Up to 20 individuals | Unlimited | Not specified | Rare, specialised uses |
| Public company limited by shares | No limit | Limited | Ltd | Large companies |
| Public company limited by guarantee | No shareholders | Members pledge set amounts | Ltd | Charities, non-profits |
| Unlimited public company | No limit | Unlimited | Not specified | Rare |
For an unlimited company the constitution must state that members' liability is unlimited. The suffix column shows what ACRA's page states. Where it says "not specified", ACRA gives none on that page.
Private or public: what is the real difference?
A private company keeps ownership private. It cannot sell shares to the public, and it has lighter reporting duties. A public company can raise money from the public, but it must register a prospectus with MAS before it sells shares and carries stricter reporting duties.
A private company limited by shares has a hard cap: no more than 50 members. Bizfile warns when a private company goes above that number. If you add investors and might pass the cap, plan the structure early. Our register of members guide explains how members are recorded.
Which type do most owners choose?
The private company limited by shares. ACRA's page recommends it for most small business owners, because it is a separate legal person and limits liability. Our private limited company guide covers requirements, such as at least one resident director and a company secretary. The registration steps are in the company registration guide.
An exempt private company is a variation for very small shareholder groups. The 20-member cap counts individuals only, so a corporate shareholder takes the company out of that category.
What about sole proprietorships, partnerships and LLPs?
These are business structures, not company types. They sit beside companies in ACRA's choices, so people often compare them together.
| Structure | Separate legal person | Liability | Where to read |
|---|---|---|---|
| Company | Yes | Limited for most types | This page |
| Sole proprietorship | No | Owner personally liable | Sole proprietorship |
| Limited liability partnership | Yes | Limited for partners | LLP guide |
A fuller side-by-side with costs and tax is in our Pte Ltd vs sole proprietorship vs LLP page.
What are the foreign-owned and holding options?
A foreign-owned business that wants a local legal entity usually sets up a subsidiary, which is itself a Singapore company. The alternative is a branch of the foreign company. See branch vs subsidiary. A holding company is also a normal private company with a particular purpose, see Singapore holding company.
How do you choose?
Four questions help.
- How many owners, and are any of them companies?
- Do you want to raise money from the public, now or later?
- Do you want personal liability protection?
- Is this a business, a non-profit or a vehicle for investments?
If you answer "a few individuals, no public offer, yes to protection, a business", the private company limited by shares is the standard fit. Your tax and licensing position may change the picture, so ask a Singapore adviser before you commit. This is a general guide, not advice.
What do all company types share?
Every company needs a constitution, at least one director, a secretary and a registered office, and each keeps registers. See the constitution guide and the secretary qualifications.
Want a provider to set it up?
Use the quote form on this page and we will pass your request to suitable Singapore providers. We are an independent guide, not ACRA, and may earn a referral fee when a request becomes a client.
Sources
- ACRA, choosing a company type: https://www.acra.gov.sg/register/business/registering-different-business-structures/local-company/choosing-a-company-type/ (the seven types, member limits, liability, suffixes, prospectus rule).
- ACRA, local company registration: https://www.acra.gov.sg/register/business/registering-different-business-structures/local-company/ (the registration steps and where company type fits).
- ACRA, allotment of shares: https://www.acra.gov.sg/manage/companies/shares/allotment-of-shares/ (the 50 shareholder warning for private companies).
