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                                                                                                                                                                                                                                          SINGAPORE PHARMBIO GUIDE 2021/2022
                                                                                                                                                                                                                is a statutory requirement for at least one of the company directors to be an ordinarily resident in Singapore. To meet the local residency requirement, a foreign entrepreneur, innovator or investor who is not a Singapore Permanent Resident may consider applying for an EntrePass from the Ministry of Manpower (MOM) (www.mom.gov.sg) before registering the company. However, it is important to note that Singapore has a strict set of eligibility criteria for EntrePass application. Alternatively, a foreigner who is not eligible for EntrePass may first appoint a local resident director to jointly register the company.
Businesses may be registered, under the Business Registration Act, as sole proprietorships or as partnership firms or incorporated as Companies under the Companies Act. A Business firm is exposed to unlimited liability and either the sole proprietor himself or all the partners in the firm are liable for all the debts of the business. On the other hand, a Company adopts a separate legal personality and its members cannot be sued in respect of liabilities incurred by the company nor be held liable for the company’s debts. However, there are provisions in the Companies Act to curb abuse. A third type of corporate entity, known as a Limited Liability Partnership, enables business owners to operate as a partnership while being granted limited liability.
Most pharmaceutical and biotech companies will start off by incorporating itself as a private company limited by shares (or Private Limited), with less than 50 shareholders or members and with liability of each of its members limited to the amount paid on the shares held.
A foreign company expanding into Singapore has the option to either
incorporate a Singapore subsidiary or register a Singapore branch. The former is a new legal entity incorporated under the Companies Act, while the latter is treated as an extension of the company incorporated elsewhere and merely registered in Singapore. All foreign companies are regulated by the relevant sections in the Companies Act and by the law of the place of its incorporation.
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