Limited Partnership (LP) in Singapore
LP · Formation from $85
Last verified: June 13, 2026
Corporate Tax
0.0%
State Tax
0.0%
Formation Cost
$85
Annual Fee
$22
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
- Venture capital and private equity fund managers structuring investment vehicles.
- Real estate investors pooling capital for specific property developments.
- Silent investors (Limited Partners) who want to fund a business without operational involvement or unlimited risk.
- Professional service firms or project-based joint ventures needing a tax-transparent structure.
Who Should Avoid This?
Scenarios where another structure may be better
- E-commerce founders and tech startups looking to raise capital from angel investors (Pte Ltd is better).
- Solo entrepreneurs (an LP requires at least two partners).
- Founders who want limited liability for all active managers (LLP or Pte Ltd is better).
- Businesses that need to hold significant intellectual property or real estate in the company's name.
Advantages
- +Tax transparency: Profits are taxed at the partner level, avoiding double taxation.
- +Limited liability for Limited Partners: Their risk is capped at their agreed capital contribution.
- +No statutory audit requirement for the LP itself, reducing compliance costs.
- +Highly attractive vehicle for private equity, venture capital, and investment funds.
- +Flexible internal structure: The LP agreement dictates profit sharing and management without strict corporate governance rules.
- +Easy capital repatriation: Partners can easily withdraw capital and profits compared to a private limited company.
Disadvantages
- -Unlimited liability for General Partners: They are personally liable for all debts and obligations of the LP.
- -Not a separate legal entity: The LP cannot own property in its own name or sue/be sued independently.
- -Limited Partners cannot participate in management: If they do, they risk losing their limited liability status.
- -Requires a local manager if all General Partners are foreign residents.
- -Less credibility for traditional trading businesses compared to a Private Limited Company (Pte Ltd).
Formation Steps
Choose an approved business name and reserve it via ACRA's BizFile+ portal.
Appoint at least one General Partner and one Limited Partner.
Engage a Corporate Service Provider (CSP) if all partners are foreigners without Singpass.
Appoint a local manager (ordinarily resident in Singapore) if all General Partners are non-residents.
Draft and sign the Limited Partnership Agreement (LPA) outlining profit distribution and liabilities.
Register the LP via BizFile+ and pay the ACRA registration fees.
Obtain the Unique Entity Number (UEN) and Business Profile from ACRA.
Open a corporate bank account (e.g., Aspire, Wise) using the UEN and Business Profile.
Cost Breakdown
Detailed breakdown of formation and ongoing costs
| Item | Type | Amount |
|---|---|---|
| State filing fee (ACRA Name + Registration) | One-time | $85 |
| Corporate Service Provider (CSP) / Registration Service | One-time | $350 |
| Registered Office Address | Annual | $300 |
| Local Manager (Nominee) fee (if foreign GP) | Annual | $1,500 |
| Annual ACRA Renewal Fee | Annual | $22 |
| Tax & Accounting (Basic) | Annual | $800 |
| First year total | $3,057 | |
| Annual ongoing | $2,622 | |
Real-World Examples
Typical use cases for this entity type
- Venture Capital Funds: A Singapore-based VC firm sets up an LP to pool funds from international limited partners to invest in Southeast Asian tech startups.
- Real Estate Joint Ventures: A general partner with construction expertise partners with high-net-worth limited partners to fund a commercial property development.
- Family Wealth Vehicles: A high-net-worth family uses an LP structure where the family office acts as the general partner, and family members are limited partners receiving passive income.
Common Mistakes
Pitfalls to avoid during setup and operations
- Limited Partners getting involved in daily management, accidentally triggering unlimited liability.
- Failing to appoint a local manager when all General Partners are non-residents.
- Operating without a comprehensive Limited Partnership Agreement (LPA), leading to profit-sharing disputes.
- Confusing an LP with an LLP (Limited Liability Partnership), assuming the entity has separate legal personality.
- Forgetting to renew the LP registration annually with ACRA (unlike Pte Ltds, LPs must be renewed).
Other entity types
Other formation options in Singapore
Compare with Other Countries
| Country / Type | Tax | Formation | Annual |
|---|---|---|---|
| 🇸🇬 Limited Partnership (LP)(LP) | 0.0% | $85 | $22 |
FAQ
What is the difference between an LP and an LLP in Singapore?
An LP has general and limited partners and is not a separate legal entity. An LLP gives limited liability to all partners and is a separate legal entity.
Can a foreigner register an LP in Singapore?
Yes, but if all General Partners are foreigners, a local manager must be appointed, and a Corporate Service Provider (CSP) must file the registration.
Does a Singapore LP pay corporate tax?
No, it is tax-transparent. Profits are taxed at the individual or corporate partner's level.
Is an audit required for a Singapore LP?
No, there is no statutory audit requirement for the LP itself.
Can a Limited Partner manage the business?
No. If a Limited Partner takes part in management, they lose their limited liability protection.
How long does it take to register an LP in Singapore?
Usually 1 to 3 business days once all documents are prepared and submitted to ACRA.
Do I need a registered office address for an LP?
Yes, a physical Singapore address is required; P.O. boxes are not allowed, but virtual offices are acceptable.
What happens if the LP is not renewed annually?
ACRA may impose late penalties and eventually strike the LP off the register.
Detailed Tax Rates
Corporate Income Tax
| From | To | Rate |
|---|
A Limited Partnership (LP) is not a separate legal entity for tax purposes. Profits are taxed at the partner level. Corporate partners are subject to the flat 17% corporate income tax rate, though partial tax exemptions (PTE) and start-up tax exemptions (SUTE) may lower the effective rate.
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 in an LP are taxed at progressive personal income tax rates ranging from 0% to 24% (for income exceeding SGD 1,000,000). Non-resident individual partners are generally taxed at a flat rate of 24%.
Capital Gains Tax
0.0%
Singapore generally does not impose capital gains tax. However, under Section 10L (effective Jan 1, 2024), gains from the sale of foreign assets may be taxable if received in Singapore by entities without sufficient economic substance.
VAT / GST
9.0%
Registration Threshold: SGD1,000,000
Foreign suppliers of digital services 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 and interest paid to non-residents are subject to 10% and 15% withholding tax respectively, which may be reduced under Singapore's extensive network of Double Tax Agreements (DTAs).
Payroll & Social Security
Central Provident Fund (CPF) contributions are mandatory for Singapore Citizens and Permanent Residents. The maximum rates are 17% for employers and 20% for employees (aged 55 and below). The monthly salary ceiling for CPF contributions is SGD 8,000 as of January 1, 2026.
Other Taxes
Stamp Duty
Stamp duty is levied on documents relating to immovable property, shares, and leases. Buyer's Stamp Duty (BSD) on property can reach up to 6%, while Additional Buyer's Stamp Duty (ABSD) applies to certain property purchases.
Property Tax
Property tax is levied on the Annual Value (AV) of properties. Non-owner-occupied residential properties face progressive rates from 12% to 36%, while commercial and industrial properties are taxed at a flat 10%.
Incentives & Support
Section 13OA Tax Exemption
Onshore fund tax exemption extended to Singapore Limited Partnerships.
Tax exemption on specified income from designated investments.
Eligibility: Must be managed by a MAS-licensed fund manager, have at least SGD 5 million in AUM, and meet local business spending requirements.
Section 13H Venture Capital Fund Tax Incentive
Tax incentive for VC funds structured as LPs investing in start-up and growth-stage companies.
Zero tax on capital gains and dividend income from qualifying investments.
Eligibility: Must be an approved venture capital fund investing primarily in unlisted companies.
Formation Requirements
Minimum Capital
No requirement
There is no statutory minimum capital requirement to register a Limited Partnership in Singapore.
Local Director
Not Required
A local manager (ordinarily resident in Singapore) must be appointed only if all General Partners are non-resident.
Registered Office
Required
Virtual office allowed. $200 - $600 per year
Notarization Required
No
Power of Attorney (Remote)
Required
Foreigners without a Singpass must engage a registered Corporate Service Provider (CSP) to file the registration on their behalf.
Timeline
Standard: 3-5 business days days
Expedited: 1-2 business days days ($150)
Required Documents
- 1Proposed business name
- 2Passport or Singapore ID of partners
- 3Proof of residential address
- 4Consent to Act as Manager (if applicable)
- 5Declaration of Compliance
Compliance & Reporting
Annual Filings
Partnership Income Tax Return (Form P)
Penalty: Up to 5% penalty for late filing and potential court summons.
Partner's Income Tax Return (Form B/B1 or Form C/C-S)
Penalty: Late filing penalties up to SGD 1,000 and 5% of tax due.
Audit Requirement
Not Required
No statutory audit requirement for the LP itself, though corporate partners may have their own audit requirements.
Accounting Standard
SFRS (Singapore Financial Reporting Standards)
Tax Return Deadline
April 18 for e-filing Form P (Partnership Tax Return).
VAT Filing Frequency
Quarterly (if GST registered)
Data Protection
Must comply with the Personal Data Protection Act (PDPA), including appointing a Data Protection Officer (DPO).
Banking & Payments
Aspire
Remote-friendlyTop choice for Singapore startups. Offers multi-currency accounts, corporate cards, and fully remote onboarding.
Wise Business
Remote-friendlyExcellent for multi-currency transactions and international payments with low conversion fees.
Airwallex
Remote-friendlyGreat alternative for cross-border businesses needing global accounts and payment gateway integration.
DBS Bank
Singapore's largest traditional bank. Highly reputable but typically requires an in-person visit and higher minimum balances.
Payment Gateways
Stripe, PayPal, Xendit, Airwallex, Adyen, HitPay
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, Wise, and Airwallex offer fully remote onboarding and are highly recommended for foreign-owned LPs.
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, consistently ranking among the top globally. The Intellectual Property Office of Singapore (IPOS) provides robust frameworks for patents, trademarks, and copyrights.
Double Tax Treaties
95 countries
Notable treaties: United States, United Kingdom, China, Japan, Australia, Taiwan, Germany
Visa & Residency Options
EntrePass
Designed for foreign entrepreneurs wanting to start a venture-backed or innovative tech business in Singapore. No minimum salary requirement, but strict innovation criteria apply.
Employment Pass (EP)
Suitable for founders of established businesses who can pay themselves a qualifying fixed monthly salary. Requires the company to be incorporated and adequately capitalized.
Global Investor Program (GIP)
Offers Permanent Residency (PR) to high-net-worth individuals willing to make significant financial investments in Singapore's economy or local startups.
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Changelog
Data updates and changes on this page
Updated ACRA registration and renewal fees, and verified tax transparency rules for 2026.
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