Setting Up a Singapore Company From India: ODI or LRS, Form FC and the Singapore Side, Step by Step

Short answer: An Indian resident can own all the shares of a Singapore private company. A corporate service provider registers it with ACRA, with at least one locally resident director. In India, the subscription is usually overseas direct investment (ODI), reported on Form FC through your bank, and individuals fund it within the USD 250,000 Liberalised Remittance Scheme.

Setting up a Singapore company from India means dealing with two regulators at once. ACRA (the Accounting and Corporate Regulatory Authority) decides whether the Singapore company can exist. The Reserve Bank of India (RBI), acting through your Indian bank, decides whether money and shares can lawfully leave India. Founders who plan only the Singapore side often find their remittance held up at the bank. This guide covers both tracks and the order to run them in.

Raffles Corporate Services works with a panel of experienced Singapore law firms who offer cost-effective and efficient legal service and advice. This article is general information only and is not legal advice.

Can an Indian resident own a Singapore company?

Yes. Singapore does not require local shareholders, so an Indian citizen living in India can hold all the shares and sit on the board. The conditions are a locally resident director and a CSP to make the filing.

A founder who still lives in India cannot fill the resident director seat personally. You can appoint a trusted Singapore citizen or permanent resident, use a nominee director arranged by your CSP, or relocate on a work pass. See the resident director requirement under section 145 and our guide to registering a Singapore company as a foreigner covers the general foreign-founder process.

How do you set up a Singapore company from India?

You run two tracks side by side. Your CSP files the ACRA registration in Singapore. In India, you (or your Indian company) file Form FC with an AD bank, so that the share subscription and remittance comply with FEMA (the Foreign Exchange Management Act, 1999).

Timing matters. Regulation 9(2) of the Overseas Investment Regulations requires the UIN to be obtained before the outward remittance or the acquisition of the equity, whichever is earlier. Before your CSP files with ACRA, agree with your AD bank how a subscription made at incorporation will be sequenced and documented. Confirm this with your Indian AD bank or adviser.

What does the Singapore side require?

ACRA needs an approved name, at least one locally resident director, a Singapore registered office address, shareholder and controller details, share capital of at least S$1, and a constitution.

1. Reserve the name (S$15). An approved name is held for 120 days. ACRA reviews it within three working days, or up to 15 if referred to another authority.
2. Appoint at least one director who meets the local residency rules. Appoint a company secretary within six months of registration; the secretary cannot be the sole director.
3. Set the share capital, with a minimum of S$1. See how much share capital a Singapore company should start with.
4. Give a Singapore registered office address, where the company keeps its records and registers.
5. Declare the registrable controllers (or, if none can be identified, the individuals with executive control) and any nominee directors or nominee shareholders.
6. Pay the S$300 registration fee. ACRA says most registrations are approved soon after payment. Complex applications can take up to 15 working days, and those needing approval from referral authorities 14 to 60 days.

The registered office rules changed on 20 October 2026, when the next phase of the Corporate and Accounting Laws (Amendment) Act 2025 commenced. The fixed minimum opening hours for a registered office were removed. Instead, a person who wants to inspect company records must give reasonable notice, and the company must then make the records available for at least two hours on each relevant business day. Our registered office transition checklist explains the change. ACRA sets out each screen on its page on registering a local company via Bizfile.

ODI or LRS: which route applies to you?

For an individual founder it is usually both. Subscribing for unlisted Singapore shares is ODI, and a resident individual funds it out of their LRS allowance. An Indian company invests under its own ODI rules instead, and LRS does not apply to it.

The RBI’s Master Direction on Overseas Investment (updated as on 1 April 2026) defines ODI as including any acquisition of unlisted equity capital of a foreign entity, or a subscription as part of its memorandum of association. A Singapore private company is unlisted, so even a small founding stake is generally ODI rather than portfolio investment.

Under the RBI’s LRS Master Direction, the scheme is not available to corporates, partnership firms, HUFs or trusts. If the Singapore company might later invest back into India, note that rule 19(3) of the Overseas Investment Rules does not permit a structure with more than two layers of subsidiaries in that situation. Confirm the details for your case with your Indian AD bank or adviser.

How do Form FC, the UIN and Indian reporting work, step by step?

You file Form FC with your designated AD bank, which obtains a UIN for the Singapore company. You then send evidence of the investment and report yearly.

1. Designate one AD bank. Where more than one person resident in India invests in the same company, all of them route transactions for that UIN through the same bank.
2. Submit Form FC with supporting documents on or before the initial ODI. The bank remits money only after the UIN is allotted. A UIN is a record of the investment, not an RBI approval.
3. Remit the share capital through the AD bank.
4. Within six months of the remittance, submit share certificates or other evidence of the investment to the AD bank. If you miss this, the funds remitted must be repatriated.
5. File the Annual Performance Report (APR) by 31 December each year. Where statutory audit does not apply, including for resident individuals, a chartered accountant certifies it. Some small holdings without control are exempt; ask your bank.
6. Report a disinvestment within 30 days of receiving the proceeds, and a restructuring within 30 days. Amounts due to you from the investment are generally repatriated within 90 days of falling due.

Late filings can be regularised with a Late Submission Fee within a maximum of three years from the due date. Until a delay is regularised, you cannot make any further financial commitment to the company or transfer the investment.

How does the India Singapore tax treaty affect the company?

The India-Singapore Double Taxation Avoidance Agreement (DTAA) caps Indian withholding tax on dividends, interest, royalties and fees paid from India to a Singapore resident. To claim it, the Singapore company must be a Singapore tax resident.

Rates are from the consolidated India DTA text published by IRAS.

• Dividends from Singapore. Under Article 10(3), dividends paid by a Singapore company to an Indian resident are exempt from any Singapore tax beyond the tax on the company’s profits. The Indian tax treatment is a question for your Indian adviser.
• Capital gains. Gains on shares acquired on or after 1 April 2017 may be taxed in the country where the company is resident.
• Tax residence. IRAS treats a company as resident where its control and management, meaning its strategic decisions, is exercised, usually where the board meets. A board that decides everything in India puts the IRAS Certificate of Residence at risk.

For the practical claim process, see our guide to claiming Singapore DTA benefits.

What if the founder moves to Singapore to run the company?

Most relocating founders apply for an Employment Pass (EP). An EP holder meets ACRA’s local residency rule, so the founder can become the locally resident director and replace a nominee.

MOM applies two stages. Stage 1 is the qualifying salary: for new applications before 1 January 2027 outside financial services, it is S$5,600 a month at age 23 and below, rising with age to S$10,700 at 45 and above. For new applications from 1 January 2027, the range becomes S$6,000 to S$11,500. Stage 2 is the COMPASS points framework, unless exempt. Our associated MOM-licensed agency covers founder passes at singaporeemploymentagency.com. Moving abroad may also change your residential status under FEMA, which affects your LRS and ODI position, so speak to your Indian AD bank or adviser before you move.

What does it cost and how long does it take?

ACRA’s fees total S$315. Once the documents are complete, we can usually incorporate within one business day, subject to compliance checks. The India-side timing depends on your AD bank.

These figures assume a private company using the model constitution, one Indian individual shareholder and a nominee director, and exclude Indian professional fees. Our free tools help you plan post-incorporation deadlines.

What mistakes do Indian founders commonly make?

• Remitting capital before the AD bank has obtained the UIN.
• Treating a small stake as portfolio investment, when unlisted equity is generally ODI.
• Using up the LRS allowance on other remittances in the same April to March year.
• Missing the six-month evidence deadline or the 31 December APR deadline.
• Making every board decision in India, then failing the IRAS tax residence test.

Frequently asked questions

Do I need to visit Singapore to register the company?

No. A CSP can complete the identity and compliance checks remotely. You do need a locally resident director in place at registration.

Can an Indian company own the Singapore company instead of me?

Yes. The Indian company makes ODI under the Overseas Investment Rules, and LRS does not apply. Confirm its limit and approvals with your Indian AD bank or adviser.

Who files the Annual Performance Report?

The Indian investor files it through the AD bank by 31 December each year. It draws on the Singapore company’s financial statements, so keep the Singapore accounts up to date.

Can my co-founder in India use a different bank?

No. Where several persons resident in India invest in the same foreign entity, they all route transactions for that UIN through the one designated AD bank.

Does the Singapore company still need a registered office after 20 October 2026?

Yes. The address requirement remains and a change must be filed within 14 days. Only the minimum opening hours went.

Last reviewed: 23 October 2026. The Editorial Team, Raffles Corporate Services.