Five structures and their ownership limits
A sole proprietorship has one owner. An ordinary partnership has two to 20 partners; a partnership exceeding 20 must incorporate, except for professional partnerships. An LP needs at least one general partner and one limited partner, with no maximum number. An LLP needs at least two partners, also with no maximum. The company column distinguishes an exempt private company with at most 20 members and no corporation holding a beneficial interest in its shares, a private company with at most 50 members, and a public company which may exceed 50 members.
Separate legal personality and exposure to debts
A sole proprietorship, ordinary partnership and LP are not separate legal entities. A sole proprietor is personally liable for the business’s debts and losses, and ordinary partners are personally exposed to partnership debts and losses incurred by other partners. An LP general partner has unlimited liability, whereas a limited partner’s exposure does not exceed the agreed contribution. LLPs and companies are separate entities that can own property and sue or be sued in their own names. LLP partners remain responsible for their own wrongful actions, but not losses caused by other partners; company members are not personally liable for company debts and losses merely as members.
Registration and locally resident appointments
The table sets an age threshold of 18 for individual owners, partners, managers and directors where specified. Its sole-proprietorship and partnership columns refer to Singapore citizens, permanent residents and EntrePass holders, with an ordinarily resident authorised representative where the owner is not resident. An LP must appoint an ordinarily resident local manager if all general partners are ordinarily resident overseas. An LLP needs at least one manager ordinarily resident in Singapore. A company needs at least one shareholder and at least one ordinarily resident director aged 18 or above. The source mentions an EntrePass application for a foreigner wishing to act as a local director; it is a source description rather than an automatic entitlement to a work pass.
MediSave and bankruptcy conditions
Self-employed persons covered by the table must have paid MediSave in full or maintain an active CPF Board GIRO arrangement before a new registration, joining an existing business as owner or partner, or renewing registration. The table directs readers to CPF’s self-employment dashboard to check status or arrange outstanding payments. Undischarged bankrupts cannot manage these businesses without approval from the Court or Official Assignee; the company column also restricts acting as a director without such approval.
Annual duties differ substantially
Sole proprietorships, ordinary partnerships and LPs renew registration for one or three years and must keep applicable MediSave contributions current. An LLP manager files an annual declaration stating whether the LLP can pay its debts in the ordinary course of business; the table does not impose the company-style requirements for general meetings, directors, a secretary or share allotments on LLPs. A company appoints a secretary within six months and an auditor within three months of incorporation unless audit-exempt, files annual returns and observes the statutory rules on officers, meetings and share allotments.
Government set-up fees in the 2025 table
For sole proprietorships, partnerships and LPs, the source lists S$115 for one year: S$15 for the name application plus S$100 for registration. A three-year registration totals S$175: S$15 plus S$160. LLP set-up totals S$115, comprising S$15 and S$100. Company set-up totals S$315, comprising S$15 for the name and S$300 for incorporation. These are the government amounts in this PDF, not a corporate service provider’s package price.
Tax treatment, continuity and closing the entity
The table attributes sole-proprietor profits to personal income tax, partnership profits to partners, LP and LLP profits to the applicable personal or corporate rate for each partner, and company profits to corporate tax. A sole proprietorship continues while its owner remains alive and chooses to continue; partnerships depend on their agreement. If an LP has no limited partner, its registration is suspended and general partners are deemed registered under the Business Registration Act until a limited partner is appointed. LLPs and companies have perpetual succession until winding up or striking off. Owners or partners cease a sole proprietorship, ordinary partnership or LP; non-renewal or defunct status can also lead to cancellation. LLPs and companies instead use winding up or striking off, with voluntary winding up by members or creditors or compulsory winding up by the High Court identified in the table.
How to use this dated comparison
This article follows the PDF marked copyright 2025 and dated in its filename 25 October 2025. Its concise eligibility descriptions and fees should be read as that document’s comparison, alongside the current ACRA registration pages when making a new filing. The central decision is to match personal liability, ownership plans and ongoing compliance capacity to the structure rather than treating every partnership as the same.
Official source
This article independently explains the substantive contents of the official PDF, including the relevant conditions, procedures and annexes. The linked document remains the authoritative source for its original wording, and later changes should be checked separately.
Read the official PDF ↗