Partnership to a Private Limited Company

Conversion of Sole-proprietorship/Partnership to a Private Limited Company

In order to convert to a private limited company, the following requirements must be adhered to:-

1. A letter of no objection for the use of the company’s name from the sole-proprietorship or partnership

2. For a company who still wishes to incorporate a private limited company using the existing business name,  a name consent letter from the existing business owner or partners explaining must be produced

3. The minimum number of members of ONE and a maximum of FIFTY

4. The minimum issued share capital of ONE share (usually S$1.00 each)

5. The company must have at least ONE local Director, who must be an ordinary resident in Singapore

6. There must be at least ONE Company Secretary qualified under Section 171(1B) of the Companies Act

7. The sole-proprietorship/partnership must be terminated within 6 months from the date of incorporation of a private limited company. The company will take over all or part of its assets and liabilities as stated in the company’s Memorandum and Articles of Associations. In addition, it must close all bank accounts maintained by the sole-proprietorship/partnership, to inform all parties concerned of the changes

8. The net assets taken over by the private limited company can be converted as paid up capital. As such, an agreement and resolutions are required

9. The company will be subject to Income Tax at a prevailing rate.

Our professional fee for the conversion of sole-proprietorship/partnership to a private limited company is S$2000.00, excluding disbursements of S$720