Throughout the life of a company, it may be required to change its name for certain reasons, including:
1. Sale of assets: where the assets of a company are acquired, it is often a requirement for the selling company to change its name from the name of the new company which may be set up to acquire the assets;
2. Rebrand: where the company is seeking to reposition itself, it may decide on a rebranding exercise which will include a change of the company name;
3. Cessation of a partner: if a company was named after its current owners and an owner leaves the company, the remaining partners may wish to change the name of the company to reflect the current partners moving forwards.
Before proceeding to decide on a change of name, it is worthwhile to check if your company Constitution provides for any particular approval threshold for changing the company name (i.e. 100% of the shareholders).
Otherwise in Singapore it is a requirement for at least 75% of voting shares approving the change of company name.
The special resolutions approving the name change must also be filed with the Accounting and Corporate Regulatory Authority before the new company name can take effect in Singapore.
Reminder for updating of statutory registers following passing of Corporate Registers (Miscellaneous Amendments) Bill 2022
From May 30th, 2022 local and foreign companies are required to ensure that they update their company statutory registers, including:
For register of nominee directors, local companies are required to update this register within 7 days following receipt of information from a nominee director; and
Foreign companies are required to update their register of members within 30 days from any change. For more information about the above changes, please visit: Help Resources (acra.gov.sg) ... See MoreSee Less
Alternatives to incorporating Singapore company: the Representative Office
Singapore has a strong reputation worldwide for its ease of doing business environment and compliance-based system.
Before deciding whether Singapore is the right place for running a business, an option exists for setting up a presence in Singapore without the added requirements that setting up a company can bring.
This is by setting up what is known as a Representative Office.
Companies may set up a Representative Office in Singapore provided they meet the following criteria:
1. The annual turnover of the foreign company is above USD 250,000;
2. The foreign company has been established for at least 3 years; and
3. The number of local representatives to be based in Singapore are fewer than 5. The process for setting up a Representative Office is straightforward and will take up to 1 week.
Once a Representative Office has been set up it may operate out of Singapore for up to 3 years. Thereafter, the Representative Office will need to make a final decision whether to incorporate in Singapore.