ILN: Establishing A Business Entity: An International Guide

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[ESTABLISHING A BUSINESS ENTITY IN SINGAPORE]

Education would have to be sought before a business entity can operate a private school. Factors affecting the choice of a business entity type The suitable type of business entity depends on your business needs and goals. The following are some of the factors to be considered in determining the best structure: (1) What is the nature of the business? (2) How much capital are you prepared to invest? (3) How many owners will there be?

(4) What liabilities and responsibilities are you prepared to assume? (5) What risks are you prepared to take? (6) What are the advantages and disadvantages of the different business entities? (7) What are the tax implications? (8) The cost, formalities and requirements to maintain the business entity. Below is a table on the comparison in relation to the main business structures:-

Limited Partnership (LP)

Limited Liability Partnership (LLP)

Company limited by shares

Sole Proprietorship

Partnership

Business is managed by a board of directors but owned by shareholders. A director may not necessarily be a shareholder. Possibility of raising further capital through the issuance and allotment of shares to investors

Partners are professionals such as lawyers, accountants, doctors, engineers and architects who are prepared to be taxed

Two to twenty persons come together to carry on business with a view to making profit

At least one partner is not interested in managing the business and is not ready to bear unlimited risk.

An individual prefers to run the business on his own

Generally suitable where:

at the individual personal tax rate.

Not a separate legal entity

Not a separate legal entity

Legal Status

Not a separate legal entity

Separate legal entity

Separate legal entity

(1) Partners are personally liable for debts and losses resulting from own actions

(1) General partners have unlimited liability

Shareholders enjoy limited liability

Liability

Unlimited liability

Unlimited liability

(2) Partners are not personally liable for debts and losses of LLP incurred by other partners

(2) Limited partners have limited liability

Property Ownership

Cannot own property in firm’s name

Cannot own property in LP’s name (1) Individual partners - personal income tax rate

Can own property in LLP’s name

Can own property in company’s name

In owner’s name

(1) Individual partners - personal income tax rate

Tax Rate

(1) Personal tax rate: 0% to 22% (up to 24% with effect from YA2024)

Personal income tax rate

Personal income tax rate

corporate tax rate

(2) Corporate partners - corporate tax rate

(2) Corporate partners - corporate tax rate

ILN Corporate Group – Establishing a Business Entity Series

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