Conversion Of Firms In Singapore

Conversion Type Firms

Details of conversion

Sole Proprietorship to Partnership

• When more than one owner is added into the existing Sole Proprietorship firm the business structure will automatically fall into the category of Partnership (General) when there are at least two or more Partners become the owners.

Sole Proprietorship to Limited Partnership (LP)

When the Limited Partner is leaving:

• General partners have the ability to leave the partnership at anytime, while limited partners can only leave the partnership according to the terms specified in the partnership agreement.

Deemed Registration as a Business Firm:

• When the last limited partner of the Limited Partnership (LP) has withdrawn from the LP, the LP registration will be suspended and the general partner(s) will be deemed to be registered as a sole-proprietorship or partnership under Business Names Registration Act.
• Addition of Limited Partner to Restore LP Registration:
  The LP registration will be restored once a limited partner is appointed to the LP. Upon restoration, the general partner(s) will cease to be registered under the Business Names Registration Act and the status of the business firm will be updated to “Ceased Registration”.

Partnership to Sole Proprietorship

• When all other partners / owners are leaving the Partnership firm except only one person then the firm’s structure will automatically fall under Sole Proprietorship firm being with the sole ownership.

Partnership to Limited Partnership (LP)

When the Limited Partner is leaving:

• General partners have the ability to leave the partnership at anytime, while limited partners can only leave the partnership according to the terms specified in the partnership agreement.

Deemed Registration as a Business Firm:

• When the last limited partner of the Limited Partnership (LP) has withdrawn from the LP, the LP registration will be suspended and the general partner(s) will be deemed to be registered as a sole-proprietorship or partnership under Business Names Registration Act.

Addition of Limited Partner to Restore LP Registration:

• The LP registration will be restored once a limited partner is appointed to the LP. Upon restoration, the general partner(s) will cease to be registered under the Business Names Registration Act and the status of the business firm will be updated to “Ceased Registration”.

Limited Partnership (LP) to Sole Proprietorship

Deemed Registration as a Business Firm:

• When the last limited partner of the Limited Partnership (LP) has withdrawn from the LP, the LP registration will be suspended and the general partner(s) will be deemed to be registered as a sole-proprietorship or partnership under Business Names Registration Act.

Addition of Limited Partner to Restore LP Registration:

• The LP registration will be restored once a limited partner is appointed to the LP. Upon restoration, the general partner(s) will cease to be registered under the Business Names Registration Act and the status of the business firm will be updated to “Ceased Registration”.

Limited Partnership (LP) to Partnership

Deemed Registration as a Business Firm:

• When the last limited partner of the Limited Partnership (LP) has withdrawn from the LP, the LP registration will be suspended and the general partner(s) will be deemed to be registered as a sole-proprietorship or partnership under Business Names Registration Act.

Addition of Limited Partner to Restore LP Registration:

• The LP registration will be restored once a limited partner is appointed to the LP. Upon restoration, the general partner(s) will cease to be registered under the Business Names Registration Act and the status of the business firm will be updated to “Ceased Registration”.

Limited Liability Partnership (LLP) To Private Limited Company

• The Partners of the Partnership firm can choose the same name to be applied with the proposed company by appealing with the authority ACRA.
• Once, the name appeal is approved then the Partners would have the company name with their former Partnership’s name.
• Settling the LLP’s debts (if any) followed by conversion of the remaining assets into the capital of new company.
• By doing so, the former LLP will be mostly able to transfer the existing employees, contracts, businesses, etc to the newly incorporated company.

Partnership (General) To Private Limited Company

• Conversion of Partnership (General) into a Pte Ltd company is not something like conversion to Sole Proprietorship due to being a separate legal entity status to the Company.
• However, the Partners are having limited choices to choose.
• The Partners of the Partnership firm can choose the same name to be applied with the proposed company by appealing with the authority ACRA.
• Once, the name appeal is approved then the Partners would have the company name with their former Partnership’s name.
• Settling the Partnership’s debts (if any) followed by conversion of the remaining assets into the capital of new company.
• By doing so, the former Partnership will be mostly able to transfer the existing employees, contracts, businesses, etc to the newly incorporated company.

Eg:

• Partnership: ACHI BIZ SERVICES
• After Conversion: ACHI BIZ SERVICES Pte. Ltd.

Sole Proprietorship To Private Limited Company

• Conversion of Sole Proprietorship into a Pte Ltd company is not something like conversion to Partnership due to being a separate legal entity status to the Company.
• However, the owner is having limited choices to choose. The owner of the Sole Proprietorship firm can choose the same name to be applied with the proposed company by appealing with the authority ACRA.
• Once, the name appeal is approved then the owner would have the company name with his/her former Sole Proprietorship’s name.
• Settling the sole proprietorship’s debts (if any) followed by conversion of the remaining assets into the capital of new company.
• By doing so, the former Sole Proprietorship will be mostly able to transfer the existing employees, contracts, businesses, etc to the newly incorporated company.

Eg:

• Partnership: ACHI BIZ SERVICES
• After Conversion: ACHI BIZ SERVICES Pte. Ltd.