Question 1

Singapore Sole Proprietorship vs Limited Partnership (LP)?

Achibiz · Accepted Answer

Comparison of Singapore Sole Proprietorship vs Limited Partnership (LP)

Click here to view the comparison of Singapore Entities & Firms (In PDF).

Click here to view the Advantages & Disadvantages / Pros & Cons of all types of Entities & Firms in Singapore. (In PDF)

*Features*	Sole-Proprietorship	Limited Partnership (LP)
*Introduction*	A basic & simple form of starting the business vehicle	Often used as investment vehicle for large projects requiring substantial source of cash
*Suitability of Business Vehicle*	Suitable for a small scale business with low risks	Flexibility for allowing a diversification of a portfolio
*Definition*	A business owned by one person	A partnership consisting of two or more persons, with at least one general partner and one limited partner
*Ownership or Owners*	Only one person	At least 2 partners; one general partner and one limited partner. No maximum limit.
*Legal Identity or Status*	Not a separate legal entity Owner has unlimited liability Can sue or be sued in individual’s own name Can also be sued in business name Can own property in individual’s name Owner personally liable for debts and losses of business	Not a separate legal entity General partner has unlimited liability Limited partner has limited liability Can probably sue or be sued in firm’s name Cannot own property in firm’s name General partner personally liable for debts and losses of the LP Limited partner not personally liable for the debts or obligations of LP beyond amount of his agreed contribution
*Requirements For Registration or Formation or Incorporation*	Age 18 years or above. Singapore citizen / Singapore Permanent Resident / EntrePass holder. If owner not resident in Singapore, he must appoint an authorized representative who is ordinarily resident in Singapore. Self-employed persons must top up their Medisave account with the CPF Board before they register a new business name, become a registrant of an existing business name, or renew their business name registration. Undischarged bankrupts cannot manage the business without approval from the Court or the Official Assignee.	At least one general partner and limited partner. Both can be individuals (at least 18 years old) or body corporate (company or LLP). If all general partners are ordinarily resident outside Singapore, they must appoint a local manager who is ordinarily resident in Singapore. Self-employed persons must top up their Medisave account with the CPF Board before they register as a partner of a new LP, become a registered partner of an existing LP, or renew their LP registration. Undischarged bankrupts cannot manage the business without approval from the Court or the Official Assignee.
*Easiness of Registration*	An easy process to be completed within a few hours however subject to referral to different authorities which may delay up to 14 working days	An easy process to be completed within a few hours however subject to referral to different authorities which may delay up to 14 working days
*Level of Fees for Registration*	Low set up costs among all business vehicles	Low set up costs among all business vehicles
*Renewal Costs*	Low costs for renewal	Low costs for renewal
*Perception of Business by the Public*	Regarded least trust worthy and credibility	Regarded moderate trust worthy and credibility
*Funding Opportunities*	Obtaining loans from banks is only by mortgaging the personal assets.	Obtaining loans from banks is only by mortgaging the personal assets of the partners.
*Yearly Statutory Obligations*	Yearly renewals (one year or three years) CPF Medisave Top-Up required for Self-employed Persons before they can renew sole-proprietorship	Yearly renewals (one year or three years) CPF Medisave Top-Up required before they can renew LP
*Taxation*	Profits taxed at owner’ personal income tax rates	Profits taxed at partners' personal income tax rates (if individual) / corporate tax rate (if corporation)
*Taxation Form*	Form B	Form P for Partnership & Form B for respective Partners
*GST Implication*	Based on combined turnover of all of your sole proprietorship firms plus income derived from other trades, professional services or vocation	Based on combined turnover of all partnership businesses with the same composition (structure) of partners
*Perpetual Existence in Law*	Existence subject to life of the owner and cessation of the business	Existence subject to partnership agreement If there is no limited partner, the LP registration will be suspended and general partners are deemed registered under the Business Registration Act. Once a new limited partner is appointed, the registration of the LP will be restored to “live” and general partners’ registration under the Business Registration Act ceases.
*Transfer of Ownership*	When the owner exits the sole proprietorship will cease	Partners or corporate bodies can be changed
*Closing the Business or Deregistration*	By Owner - Cessation of business Registrar can cancel registration if not renewed or where Registrar is satisfied business is defunct	By general partner - Cessation of business or dissolution of LP Registrar can cancel registration if not renewed or where Registrar is satisfied business is defunct

Question 2

Singapore Sole Proprietorship vs Limited Partnership (LP)?

Achibiz · Accepted Answer

Comparison of Singapore Sole Proprietorship vs Limited Partnership (LP)

Click here to view the comparison of Singapore Entities & Firms (In PDF).

Click here to view the Advantages & Disadvantages / Pros & Cons of all types of Entities & Firms in Singapore. (In PDF)

*Features*	Sole-Proprietorship	Limited Partnership (LP)
*Introduction*	A basic & simple form of starting the business vehicle	Often used as investment vehicle for large projects requiring substantial source of cash
*Suitability of Business Vehicle*	Suitable for a small scale business with low risks	Flexibility for allowing a diversification of a portfolio
*Definition*	A business owned by one person	A partnership consisting of two or more persons, with at least one general partner and one limited partner
*Ownership or Owners*	Only one person	At least 2 partners; one general partner and one limited partner. No maximum limit.
*Legal Identity or Status*	Not a separate legal entity Owner has unlimited liability Can sue or be sued in individual’s own name Can also be sued in business name Can own property in individual’s name Owner personally liable for debts and losses of business	Not a separate legal entity General partner has unlimited liability Limited partner has limited liability Can probably sue or be sued in firm’s name Cannot own property in firm’s name General partner personally liable for debts and losses of the LP Limited partner not personally liable for the debts or obligations of LP beyond amount of his agreed contribution
*Requirements For Registration or Formation or Incorporation*	Age 18 years or above. Singapore citizen / Singapore Permanent Resident / EntrePass holder. If owner not resident in Singapore, he must appoint an authorized representative who is ordinarily resident in Singapore. Self-employed persons must top up their Medisave account with the CPF Board before they register a new business name, become a registrant of an existing business name, or renew their business name registration. Undischarged bankrupts cannot manage the business without approval from the Court or the Official Assignee.	At least one general partner and limited partner. Both can be individuals (at least 18 years old) or body corporate (company or LLP). If all general partners are ordinarily resident outside Singapore, they must appoint a local manager who is ordinarily resident in Singapore. Self-employed persons must top up their Medisave account with the CPF Board before they register as a partner of a new LP, become a registered partner of an existing LP, or renew their LP registration. Undischarged bankrupts cannot manage the business without approval from the Court or the Official Assignee.
*Easiness of Registration*	An easy process to be completed within a few hours however subject to referral to different authorities which may delay up to 14 working days	An easy process to be completed within a few hours however subject to referral to different authorities which may delay up to 14 working days
*Level of Fees for Registration*	Low set up costs among all business vehicles	Low set up costs among all business vehicles
*Renewal Costs*	Low costs for renewal	Low costs for renewal
*Perception of Business by the Public*	Regarded least trust worthy and credibility	Regarded moderate trust worthy and credibility
*Funding Opportunities*	Obtaining loans from banks is only by mortgaging the personal assets.	Obtaining loans from banks is only by mortgaging the personal assets of the partners.
*Yearly Statutory Obligations*	Yearly renewals (one year or three years) CPF Medisave Top-Up required for Self-employed Persons before they can renew sole-proprietorship	Yearly renewals (one year or three years) CPF Medisave Top-Up required before they can renew LP
*Taxation*	Profits taxed at owner’ personal income tax rates	Profits taxed at partners' personal income tax rates (if individual) / corporate tax rate (if corporation)
*Taxation Form*	Form B	Form P for Partnership & Form B for respective Partners
*GST Implication*	Based on combined turnover of all of your sole proprietorship firms plus income derived from other trades, professional services or vocation	Based on combined turnover of all partnership businesses with the same composition (structure) of partners
*Perpetual Existence in Law*	Existence subject to life of the owner and cessation of the business	Existence subject to partnership agreement If there is no limited partner, the LP registration will be suspended and general partners are deemed registered under the Business Registration Act. Once a new limited partner is appointed, the registration of the LP will be restored to “live” and general partners’ registration under the Business Registration Act ceases.
*Transfer of Ownership*	When the owner exits the sole proprietorship will cease	Partners or corporate bodies can be changed
*Closing the Business or Deregistration*	By Owner - Cessation of business Registrar can cancel registration if not renewed or where Registrar is satisfied business is defunct	By general partner - Cessation of business or dissolution of LP Registrar can cancel registration if not renewed or where Registrar is satisfied business is defunct