Types of Organisations and Requirements

These are the 5 types of businesses in Singapore:

  • Sole Proprietorship
  • Partnership
  • Limited Liability Partnership (LLP)
  • Limited Partnership (LP)
  • Company

Sole Proprietorship

A sole-proprietorship is a business owned by one person or one company. There are no partners. The sole-proprietor has absolute say in the running of the business.

  • No partners or company structure
  • Owner can be one person or one company
  • Full control of management
  • Easiest & cheapest way of structuring a business
  • Total privacy — non-disclosure of profits to public
  • Easy to close —  inform ACRA by filing notice
  • Cannot register for more than one / partnership
  • Low capital
  • Tremendous personal effort
  • No separate legal entity
  • Solely responsible for management and risks
  • Liable for all business debts
  • Takes all profits
  • Disruption of business on retirement, death

Limited Partnership (LP)

An LP is a partnership consisting of a minimum of two partners, with at least one general partner and one limited partner. An LP does not have a separate legal entity from the partners, i.e. it cannot sue or be sued or own property in its name.

  • Good for investors who don't desire to take part in management but wish to leave to others who are confident enough to assume unlimited liability
  • Generally, more attractive to private equity and investment funds businesses
  • LP not a separate legal entity from the partners
  • Launched by ACRA on 4 May 2009
  • Limited Partnerships Act (Cap. 163B)
  • General Partnership Law applies to LPs except where inconsistent with LP Act

Management of Limited Partnership

Accounts

  • No need to file or have them audited
  • Proper accounting records to explain the transactions and financial position of LP

Local Manager

  • If all general partners resident outside Singapore
  • To perform duties under Parts III, IV & V LPA 2008

Income Tax

  • Same treatment as general partnership