Singapore Sole Proprietorship vs Partnership?

Comparison of Singapore Sole Proprietorship vs Partnership

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Features

Sole-Proprietorship

Partnership (General)

Introduction
  • A basic & simple form of starting the business vehicle
  • A basic form of business vehicle with two or more co-partners
Suitability of Business Vehicle
  • Suitable for a small scale business with low risks
  • Suitable for a small to medium size of business journey with co-partners
Definition 
  • A business owned by one person
  • An association of two or more persons carrying on business in common with a view to profit
Ownership or Owners
  • Only one person
    • Between 2 and 20 partners.

 

  • A partnership of more than 20 partners must incorporate as a company under the Companies Act, Chapter 50 (except for professional partnerships)
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

 

    • Partners have unlimited liability

 

    • Can sue or be sued in firm’s name

 

    • Cannot own property in firm’s name

 

  • Partners personally liable for partnership’s debts and losses incurred by other partners
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.
    • 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.
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 least trust worthy and credibility
Funding Opportunities
  • Obtaining loans from banks is only by mortgaging the personal assets.
    • Capital injection is limited to the new partner.

 

  • 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 for Self-employed Persons before they can renew partnership
Taxation
  • Profits taxed at owner’ personal income tax rates
  • Profits taxed at partners’ personal income tax rates
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
Transfer of Ownership
  • When the owner exits the sole proprietorship will cease
  • Partners 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 the partners – Cessation of business

 

  • Registrar can cancel registration if not renewed or where Registrar is satisfied business is defunct