Limited Liability Partnership (LLP) in Singapore
LLP · Formation from $90
Last verified: June 13, 2026
Corporate Tax
0.0%
State Tax
0.0%
Formation Cost
$90
Annual Fee
$23
Comparison Scores
Privacy, remote setup, banking, and tax efficiency
Calculate full formation cost
Break down one-time filing fees and recurring costs for any supported entity type.
Who Should Choose This?
Profiles that typically benefit from this entity
- Professional services firms (lawyers, accountants, architects, consultants) seeking liability protection.
- Small family businesses or joint ventures where partners want direct, equal management control.
- Businesses that do not plan to seek external venture capital or angel investment.
- Founders who want limited liability but prefer a simpler, cheaper compliance structure than a Pte. Ltd.
Who Should Avoid This?
Scenarios where another structure may be better
- High-growth tech startups planning to raise funds from venture capitalists or angel investors.
- Founders who want to take advantage of Singapore's Start-Up Tax Exemption (SUTE) scheme.
- Solo entrepreneurs, as an LLP strictly requires a minimum of two partners.
Advantages
- +Limited liability protection for partners (not personally liable for business debts or other partners' negligence).
- +Lower compliance burden (no mandatory audit, no annual general meeting, and no company secretary required).
- +Pass-through taxation avoids double taxation (profits are taxed directly at the partner level).
- +Operational flexibility (partners manage the business directly without a complex board of directors structure).
- +Perpetual succession (changes in partners, resignations, or deaths do not affect the LLP's legal existence).
Disadvantages
- -Cannot issue shares, making it highly difficult to raise capital from angel investors or venture capitalists.
- -Does not qualify for Singapore's lucrative Start-Up Tax Exemption (SUTE) scheme.
- -Requires at least one local resident manager (Singapore Citizen, Permanent Resident, or eligible Employment Pass holder).
- -Profits are taxed at personal income tax rates for individual partners, which can reach up to 24% (higher than the 17% corporate rate).
- -Local partners must make mandatory CPF MediSave contributions based on their trade income, which can block registration renewal if unpaid.
Formation Steps
Choose and reserve an approved business name with ACRA via the BizFile+ portal (reservation is valid for 120 days).
Appoint a minimum of two partners (individuals or corporations) and at least one local resident manager.
Secure a local registered office address in Singapore (P.O. Boxes are strictly prohibited).
Draft a formal Partnership Agreement to clearly define profit sharing, management responsibilities, and partner exit strategies.
Submit the registration application and pay the S$115 registration fee and S$15 name fee to ACRA.
Set up the Register of Registrable Controllers (RORC) within 7 days of successful registration.
Open a corporate bank account in Singapore using the newly issued Unique Entity Number (UEN) and business profile.
Cost Breakdown
Detailed breakdown of formation and ongoing costs
| Item | Type | Amount |
|---|---|---|
| State filing fee (ACRA Name & Registration) | One-time | $95 |
| Registered Office Address (Virtual Office) | Annual | $150 |
| Local Resident Manager (Nominee fee if required) | Annual | $1,500 |
| Partnership Agreement Drafting (Legal fee) | One-time | $500 |
| Annual Declaration Filing Fee (ACRA) | Annual | $22 |
| First year total | $2,267 | |
| Annual ongoing | $1,672 | |
Real-World Examples
Typical use cases for this entity type
- Professional Practices: Many top-tier law firms and accounting firms in Singapore operate as LLPs to protect partners from each other's liabilities while maintaining a traditional partnership structure.
- Consulting Agencies: A boutique management consulting firm formed by three industry experts who want to share profits directly and manage the firm equally without appointing a board of directors.
- Joint Ventures: Two foreign companies forming a Singapore LLP to collaborate on a specific regional infrastructure project without the overhead of setting up a complex corporate subsidiary.
Common Mistakes
Pitfalls to avoid during setup and operations
- Failing to draft a comprehensive Partnership Agreement, leading to severe disputes over profit sharing or partner exits.
- Assuming the LLP qualifies for corporate tax exemptions like the Start-Up Tax Exemption (SUTE).
- Neglecting to file the Annual Declaration of Solvency with ACRA on time, resulting in late penalties up to S$600.
- Local partners forgetting to make mandatory CPF MediSave contributions, which prompts ACRA to block business registration renewal.
- Using a residential address as the registered office without obtaining prior approval under the Home Office Scheme.
Other entity types
Other formation options in Singapore
Compare with Other Countries
| Country / Type | Tax | Formation | Annual |
|---|---|---|---|
| 🇸🇬 Limited Liability Partnership (LLP)(LLP) | 0.0% | $90 | $23 |
FAQ
Do I need a company secretary for a Singapore LLP?
No, unlike a Private Limited Company (Pte. Ltd.), an LLP is not legally required to appoint a company secretary.
Can foreigners set up an LLP in Singapore?
Yes, foreigners can be partners. However, if all partners are foreigners, the LLP must appoint at least one manager who is ordinarily resident in Singapore.
How is an LLP taxed in Singapore?
An LLP is tax-transparent. The entity itself pays no corporate tax. Instead, profits are distributed to the partners and taxed at their respective personal income tax rates (up to 24%) or corporate tax rates (17%).
Does an LLP need to file audited financial statements?
No, LLPs are exempt from mandatory audits and do not need to file audited financial statements with ACRA, though they must maintain proper accounting records for at least 5 years.
What is the Annual Declaration of Solvency?
It is a mandatory annual filing with ACRA stating whether the LLP is able to pay its debts in the normal course of business. The first declaration is due within 15 months of registration.
Can an LLP issue shares to raise capital?
No, an LLP cannot issue shares. This makes it significantly less attractive to venture capitalists and angel investors compared to a Pte. Ltd.
What is the minimum number of partners required?
A Singapore LLP requires a minimum of two partners at all times. Partners can be individuals or corporate entities.
Are partners personally liable for the LLP's debts?
Generally, no. Partners enjoy limited liability and are not personally liable for the business debts or the wrongful acts of other partners, though they remain personally liable for their own negligence or misconduct.
Detailed Tax Rates
Corporate Income Tax
| From | To | Rate |
|---|
Singapore applies a flat 17% corporate income tax rate. However, an LLP is tax-transparent, meaning the LLP itself does not pay corporate tax. Instead, corporate partners are taxed at the 17% rate on their share of the profits.
Personal Income Tax (Top rate: 24.0%)
| From | To | Rate |
|---|---|---|
| $0 | $20,000 | 0.0% |
| $20,000 | $30,000 | 2.0% |
| $30,000 | $40,000 | 3.5% |
| $40,000 | $80,000 | 7.0% |
| $80,000 | $120,000 | 11.5% |
| $120,000 | $160,000 | 15.0% |
| $160,000 | $200,000 | 18.0% |
| $200,000 | $240,000 | 19.0% |
| $240,000 | $280,000 | 19.5% |
| $280,000 | $320,000 | 20.0% |
| $320,000 | $500,000 | 22.0% |
| $500,000 | $1,000,000 | 23.0% |
| $1,000,000 | No limit | 24.0% |
Individual partners of an LLP are taxed on their share of the profits at progressive personal income tax rates, ranging from 0% to 24% for tax residents.
Capital Gains Tax
0.0%
Singapore generally does not impose capital gains tax. However, under Section 10L of the Income Tax Act, gains from the sale of foreign assets by entities without adequate economic substance in Singapore may be taxed.
VAT / GST
9.0%
Registration Threshold: SGD1,000,000
Foreign digital service providers must register for GST under the Overseas Vendor Registration (OVR) regime if their global turnover exceeds SGD 1 million and B2C digital services to Singapore exceed SGD 100,000.
Withholding Tax
Singapore does not levy withholding tax on dividends. Royalties are generally subject to a 10% concessionary rate, and interest to 15%, which may be reduced by double tax agreements.
Payroll & Social Security
Central Provident Fund (CPF) contributions are mandatory for Singapore Citizens and Permanent Residents. For employees aged 55 and below, employers contribute 17% and employees 20% up to an Ordinary Wage ceiling of SGD 8,000 per month in 2026.
Other Taxes
Stamp Duty
Payable on documents relating to immovable property, stocks, and shares. Rates vary depending on the transaction type and property value.
Property Tax
Levied annually on the Annual Value (AV) of properties. Rates are progressive and differ for owner-occupied and non-owner-occupied residential properties.
Incentives & Support
Enterprise Development Grant (EDG)
A government grant supporting projects that help companies upgrade, innovate, grow, and expand overseas.
Funds up to 50% of qualifying project costs, including third-party consultancy fees, software, and internal manpower.
Eligibility: Must be registered in Singapore (including LLPs), have at least 30% local shareholding, and meet SME criteria.
Formation Requirements
Minimum Capital
No requirement
There is no statutory minimum capital requirement for a Singapore LLP. Partners can decide the contribution amount based on their agreement.
Local Director
Required
An LLP must appoint at least one manager who is ordinarily resident in Singapore (Citizen, Permanent Resident, or eligible Employment Pass holder).
Registered Office
Required
Virtual office allowed. $150 - $600/year
Notarization Required
No
Power of Attorney (Remote)
Required
Foreigners without a Singpass must engage a registered filing agent (corporate service provider) to submit the application on their behalf.
Timeline
Standard: 1-3 business days days
Expedited: 1 day days ($150)
Required Documents
- 1Completed LLP Application Form
- 2Passport or NRIC copies of all partners and managers
- 3Proof of residential address for all partners and managers
- 4Consent to Act as Manager form
- 5Partnership Agreement (highly recommended)
Compliance & Reporting
Annual Filings
Annual Declaration of Solvency or Insolvency
Penalty: Late filing penalty up to S$600.
Income Tax Return (Form P)
Penalty: Late filing penalties, estimated tax assessments, and potential court summons by IRAS.
Audit Requirement
Not Required
LLPs are exempt from mandatory statutory audits regardless of their annual turnover.
Accounting Standard
SFRS (Singapore Financial Reporting Standards)
Tax Return Deadline
April 18 for Form P (Partnership Return); individual partners file Form B/B1 by April 18; corporate partners file Form C-S/C by November 30.
VAT Filing Frequency
Quarterly (if registered for GST)
Data Protection
Must comply with the Personal Data Protection Act (PDPA), which requires appointing a Data Protection Officer (DPO) and implementing data protection policies.
Banking & Payments
Aspire
Remote-friendlyA leading all-in-one finance operating system for businesses in Southeast Asia, offering fully remote account opening.
DBS Bank
Singapore's largest traditional bank. Highly reputable but typically requires an in-person meeting for non-resident founders.
Wise
Remote-friendlyExcellent for multi-currency accounts and international transfers with low fees.
Revolut Business
Remote-friendlyProvides corporate cards, multi-currency accounts, and expense management tools for modern startups.
Payment Gateways
Stripe, PayPal, HitPay, Adyen, 2Checkout
Currency
SGD
Multi-Currency: Supported
Account Opening
Opening a traditional bank account in Singapore can be challenging for non-resident founders due to strict KYC and AML regulations, often requiring an in-person visit. However, digital platforms like Aspire and Wise offer fully remote account opening with much higher approval rates for LLPs.
Practical Information
Timezone
UTC+8
Business Language
English
Legal System
Common law
Ease of Doing Business
#2
IP Protection
Singapore offers world-class intellectual property protection, ranking highly globally for its robust legal framework, specialized IP courts, and strict enforcement against infringement.
Double Tax Treaties
96 countries
Notable treaties: United Kingdom, China, Australia, Japan, India, Taiwan
Visa & Residency Options
EntrePass
Designed for foreign entrepreneurs wanting to start a venture-backed or innovative tech company in Singapore.
Employment Pass (EP)
A work visa for foreign professionals, managers, and executives. Founders can apply if their newly formed company pays them a qualifying minimum salary.
Global Investor Programme (GIP)
Grants permanent residency to eligible investors who invest at least SGD 10 million in a new or existing business entity in Singapore.
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Changelog
Data updates and changes on this page
Verified ACRA registration fees, annual declaration fees, and local manager requirements for 2026.
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