- A subsidiary is the right answer for most foreign companies. It is a separate legal entity that ring-fences your overseas assets from Singapore liabilities, can trade and earn revenue, and is taxed as a Singapore resident.
- A branch costs the same but leaves the parent fully liable. Because a branch is an extension of the foreign parent rather than a separate entity, there is no liability protection.
- A representative office is for testing the market, nothing more. At S$200 a year, it is the cheapest option, but it cannot earn revenue, sign contracts, or issue invoices, and it expires after a maximum of three years.
If you are setting up a foreign company in Singapore, the first decision is structural, and it comes before bank accounts, hiring, or your first invoice. There are three main routes a foreign parent can take: a subsidiary, a branch office, or a representative office. For most companies, the answer is a subsidiary, because it ring-fences your liability and is taxed as a local company. ACRA registration costs S$315 and is usually approved in 1 to 3 business days. The rest of this guide shows exactly when a branch or representative office is the smarter call instead.
|
Quick answer: Most foreign companies entering Singapore should set up a subsidiary (Pte Ltd): a separate legal entity with limited liability. ACRA fee: S$315 total. Setup: 1 to 3 business days. Choose a branch if you must operate under one global identity (the parent stays fully liable). Choose a representative office only to test the market: S$200 a year, no revenue allowed, 3-year maximum. |
What are the three ways a foreign company can operate in Singapore?
When deciding how a foreign company can enter Singapore, you are really choosing how much commitment and liability you are willing to take on. ACRA recognises a few routes for foreign entities, and three matter for almost everyone:
- Subsidiary (Pte Ltd): a separate Singapore company, owned by your overseas parent. Limited liability, full trading rights, local tax treatment.
- Branch office: an extension of the foreign parent, not a separate entity. The parent carries full liability.
- Representative office (RO): a temporary, non-trading presence for market research only. No legal status and no revenue.
A fourth option, transferring your existing company’s registration to Singapore (re-domiciliation), exists but suits very few founders, so we mention it only in passing. The right choice almost always sits among the three above. Here is how each one works in practice.
Can you just set this up as a direct subsidiary of your overseas company?
Yes, and for most foreign companies this is the right move. A Singapore subsidiary for a foreign company is a private limited company (Pte Ltd) that your overseas business owns as a shareholder, often 100%. Crucially, it is a separate legal entity. That means the liability of your Singapore operations is ring-fenced from the parent: if the subsidiary runs into trouble, your overseas assets are generally protected.
A subsidiary is also taxed as a Singapore tax resident, which opens the door to local tax treatment. One nuance matters here. The well-known Start-Up Tax Exemption (SUTE) requires at least one individual shareholder holding 10% or more of the shares, so a subsidiary owned entirely by a corporate parent usually does not qualify for SUTE. Instead, it falls under the Partial Tax Exemption (PTE), which still gives a 75% exemption on the first S$10,000 and 50% on the next S$190,000 of chargeable income each year. If a founder also holds shares personally, SUTE may apply. Confirm your eligibility with IRAS before relying on either figure.
- Government cost: S$315 to ACRA (S$15 name application plus S$300 registration).
- Timeline: typically 1 to 3 business days once documents are in order.
- A subsidiary is right for you if: you want a permanent, revenue-generating presence in Singapore, you want to limit liability, and you may want to access local tax incentives.
- A subsidiary is not right for you if: you only want to test the market briefly before committing.
If that is you, you can incorporate a Singapore subsidiary as a foreign company with the local director and address requirements handled in one place.
When does a branch office make more sense than a subsidiary?
A branch is the right answer in a narrower set of cases. With branch office Singapore registration, you are not creating a new company. The branch is an extension of the foreign parent, so the parent is fully liable for everything the branch does in Singapore. There is no liability ring-fence here, which is the single most important thing to understand before choosing it.
Branches are taxed as non-residents in most cases and generally cannot claim the resident tax incentives a subsidiary can. They also carry heavier reporting: a branch usually files annual returns for both the Singapore branch and the parent company.
- Government cost: S$315 to ACRA (S$15 name application plus S$300 registration), the same headline figure as a subsidiary.
- Local rule: you must appoint at least one authorised representative who is ordinarily resident in Singapore (a citizen, PR, or eligible pass holder).
- A branch is right for you if: you are a global firm that needs one consistent legal identity across markets.
- A branch is not right for you if: you want to protect the parent’s overseas assets from Singapore liabilities. In that case, choose a subsidiary.
When you weigh subsidiary vs branch office Singapore options, the branch wins in one main scenario: a regulated firm or professional-services group that must operate worldwide under a single legal identity, where a locally incorporated subsidiary would break that structure.
What is a representative office, and when is it the right first step?
A representative office Singapore setup is the lightest-touch option, and the most misunderstood. An RO has no legal status and cannot earn revenue. It exists for one purpose: market research and feasibility work. It cannot sign contracts, issue invoices, or provide services for a fee. If you plan to trade, an RO is the wrong choice.
Enterprise Singapore (not ACRA) handles RO registration.
- Government cost: The processing fee is S$200 per year, non-refundable. Approval is valid for one year and renewable to a maximum of three years, after which you must close the RO or convert it into a subsidiary or branch.
- Local rule: Not every company qualifies. To register an RO, the foreign parent must have sales turnover above US$250,000, be established for at least three years, and propose fewer than five staff for the office. The RO must also appoint a Chief Representative to lead it.
- An RO is right for you if: you genuinely want to assess the Singapore market before committing resources, with a fixed timeline and minimal risk.
- An RO is not right for you if: you intend to invoice clients, sign deals, or build a lasting presence. The three-year cap and the no-revenue rule make it a stepping stone, not a destination.
Do you need a Singapore director or representative for this?
Yes, and this catches many foreign founders off guard. Every structure needs a Singapore-resident person and a local registered address:
- A subsidiary must appoint at least one resident director (citizen, PR, or eligible pass holder). Many foreign owners use a resident nominee director to meet this rule.
- A branch must appoint a resident authorised representative.
- A representative office must appoint a Chief Representative and set up Corppass for government filings.
All three also need a registered office address in Singapore and, for the subsidiary, a corporate secretary for your Singapore entity appointed within six months of incorporation. These are not optional extras. They are conditions of staying compliant.
Most foreign companies are better off with a subsidiary. If that is where you are leaning, see how Singapore company incorporation works end to end before you commit.
Subsidiary vs branch vs representative office: Side-by-side comparison
Feature | Subsidiary (Pte Ltd) | Branch office | Representative office |
|---|---|---|---|
Separate legal entity? | Yes | No (extension of parent) | No (no legal status) |
Parent liability | Ring-fenced / limited | Parent fully liable | Not applicable (no trading) |
Can earn revenue? | Yes | Yes | No, research only |
Local person required | Resident director | Resident authorised rep | Chief Representative |
Government fee | S$315 (ACRA) | S$315 (ACRA) | S$200 / year (Enterprise SG) |
Setup time | 1 to 3 business days | Typically 1 to 3 business days | Approval in about 1 to 2 weeks |
Local tax incentives | Yes (PTE, or SUTE if eligible) | Generally no | None |
Best for | Permanent, revenue-generating presence | Global firm under one identity | Testing the market first |
A subsidiary protects your overseas assets, can trade and access tax relief, and costs S$315 to register. A branch costs the same but leaves the parent fully liable. A representative office is the cheapest at S$200 a year, but it cannot earn a cent and expires after three years. For most foreign companies, the subsidiary is the obvious fit.
How much does each structure cost, and how long does setup take?
Government fees are only part of the picture, so here is what you will actually budget for.
|
Structure |
Government fee |
Annual filing fee |
Setup time |
Registered with |
|
Subsidiary (Pte Ltd) |
S$315 (S$15 name + S$300 registration) |
S$60 (ACRA) |
1 to 3 business days |
ACRA |
|
Branch office |
S$315 (S$15 name + S$300 registration) |
S$60 (ACRA) |
Typically 1 to 3 business days |
ACRA |
|
Representative office |
S$200 per year |
Not applicable |
About 1 to 2 weeks |
Enterprise Singapore |
The subsidiary and branch both carry the same ACRA fee of S$315 (S$15 for the name application, S$300 for registration), plus an annual ACRA filing fee of S$60. The representative office is registered with Enterprise Singapore for S$200 per year.
Beyond government fees, a foreign-owned subsidiary usually needs a resident director (often a nominee), a registered address, a corporate secretary, and accounting support, so realistic first-year costs run well above the S$315 baseline. Timelines are fast: a subsidiary is typically approved in 1 to 3 business days, a branch on a similar schedule, while RO approval from Enterprise Singapore usually takes one to two weeks.
Which Singapore business structure works for your foreign company comes down to one trade-off: pay a little more to ring-fence liability and trade properly (subsidiary), or pay less but accept either full parent liability (branch) or no trading at all (RO).
How Sleek helps foreign companies enter Singapore
Sleek files all three structures through licensed corporate-service-provider channels with ACRA and Enterprise Singapore, so you are not stitching together separate providers for each requirement. For most foreign companies, that means a subsidiary set up end to end: ACRA filing, a resident or nominee director, a registered office address, and your corporate secretary, all handled together. If a branch or representative office is genuinely the better fit, we will tell you, and set it up correctly the first time.
The ACRA fee is S$315, and we handle the resident director, registered address, and corporate secretary for you. Start your Singapore incorporation or speak to our team about which structure fits your plans.
450,000
businesses worldwide.
from 4,100+ reviews.
FAQs: Representative Office Vs Subsidiary Vs Branch In Singapore
Should a foreign company set up a subsidiary, branch, or representative office in Singapore?
A subsidiary in most cases. It is a separate legal entity with limited liability; it can trade and earn revenue, and it is taxed as a Singapore resident. Choose a branch only if you must operate under one global legal identity, and a representative office only if you want to research the market before committing.
How much does it cost to register each structure?
A subsidiary and a branch both cost S$315 to ACRA (S$15 name application plus S$300 registration), with a S$60 annual filing fee. A representative office costs S$200 per year through Enterprise Singapore.
Does a foreign company need a local director for a Singapore subsidiary?
Yes. A Singapore subsidiary must have at least one director who is ordinarily resident in Singapore. Foreign owners who have no eligible resident director commonly appoint a nominee director to meet this requirement.
Is a Singapore subsidiary fully liable to the foreign parent company?
No. A subsidiary is a separate legal entity, so the parent’s liability is generally limited to its investment. A branch is the opposite: because it is an extension of the parent, the parent is fully liable for the branch’s obligations.
Does a foreign-owned subsidiary qualify for the Start-Up Tax Exemption?
Usually not on its own. SUTE requires at least one individual shareholder holding 10% or more of the shares, so a wholly corporate-owned subsidiary typically claims the Partial Tax Exemption instead (75% on the first S$10,000 and 50% on the next S$190,000 of chargeable income). Confirm your position with IRAS.
