From Michelin-starred hawker stalls to world-class restaurants options, Singapore boasts of having one of the most diverse dining scenes in the whole of Asia.
More and more food and beverage businesses are choosing to set up shop in Singapore because it has an enabling environment for entrepreneurs, more than any other country in Southeast Asia. But, incorporating an F&B business in Singapore is not without its own challenges. It can be quite expensive to operate in Singapore, which can be bad news for startups with limited capital. Companies also face manpower crunch which constraints their further expansion.
It can be quite a shock for those who don’t come prepared. But we think all it takes is a little preparation and guidance from the experts (ahem, ahem!). Futurebooks has assisted various FandB startups structure their operations in Singapore and so, we came up with these seven easy steps to help you setup your business without so much of a headache:
Step 1: Prepare the key facts about the formation of the company
Nope, this doesn’t mean writing about how you woke up one day with an epiphany that you must put up a restaurant. The key facts about the formation of the company include an approved company name, choosing the resident director (should be a Singapore Citizen, a Singaporean Permanent Resident, or a person who has been issued an Entrepass, Employment Pass, or Dependent Pass), and identifying who your shareholders are.
By law, you can have as many local or foreign directors as your company’s constitution allows. However, a minimum of one local resident director is mandatory. In addition, your company needs to have a minimum of 1 and maximum of 50 shareholders. Directors can be shareholders, and shareholders can be a person or another legal entity such as another company or trust.
The good thing about incorporating an F&B company in Singapore, or any company in general, is that 100% local or foreign shareholding is allowed. After the company is done with the incorporation, new shares can be issued or existing shares can be transferred at any time in accordance with the Constitution of the company.
Step 2: Get capital ready
We strongly recommend entrepreneurs to put in a higher paid-up capital when registering the F&B business as there can be some situations where the company will need to have a prescribed minimum paid-up capital. For example: (i) where the shareholder requires to apply for an Entrepass; (ii) the business of the company is in an industry where licenses are required. Paid-up capital (also known as share capital) can be increased any time after the incorporation of the company and it can then be used as a working capital of the company. A good illustration for this is when a small food stand operating in malls may require an upfront cost of S$60,000, while a full restaurant in the Central Business District area can easily cost the business $500,000 upfront.
There is no concept of Authorized Capital for Singapore companies.
Also Read: Futurebooks’ services for Food and Beverage businesses in Singapore
Step 3: Engage a professional firm
Singapore law does not allow foreign individuals or entities to self-register a company, and so a local partner needs to be engaged. This is where Futurebooks comes in to assist you with setting up and registering your company.
If you’re a foreigner, you’re not required to obtain any special Singapore visa if you just want to incorporate a private limited company but have no plans to relocate, but you will need to employ a local resident director as required by law.
But if you plan to operate your company from Singapore, you are required to obtain a valid work pass. Once you have obtained your work visa, you can act as the local resident director of your company.
Step 4: Get the paperwork ready
Handling the paperwork is the rather tedious part of incorporation, but don’t worry, we’ve got you covered. To start, companies need to supply the following documents to the Accounting and Corporate Regulatory Authority (ACRA):
Company Name
Brief Description of Business Activities
Shareholders Particulars
Directors Particulars
Registered Address
Company Secretary Particulars
Constitution
Paid-up Capital and Number of Shares Issued
For Singapore non-residents, the requirements are: Copy of passport, overseas residential address proof, and other Know-Your-Client (KYC) information such as a bank reference letter, personal and business profile, etc.
For Singapore residents: Copy of Singapore identity card
If the shareholder is a corporate entity: Copy of registration documents such as Certificate of Incorporation and Constitution.
Any non-English document must have officially endorsed translated versions.
Here is our 7-Step guide to successfully register your F&B business in Singapore.
Step 5: Hire a Company Secretary
Singapore law requires all companies to appoint a qualified company secretary within 6 months of its incorporation. It has to be noted that in the case of a sole director/shareholder, the same person cannot act as the company secretary. The company secretary must be a natural person who is ordinarily resident in Singapore. Futurebooks can act as your company secretary and assist you in setting up your F&B business.
As your company secretary, we can also you with the following:
Year-end statutory filings with ACRA
Onboarding of new investors e.g. issuing shares, increasing paid up capital, etc.;
Dividend payouts e.g. year-end & mid-year interim dividends;
Restructuring of capital base e.g. reducing paid up capital.
Step 6: Register the company
One of the advantages of registering a business in Singapore is that the systems in place make the whole process efficient. All applications are fully electronic and the incorporation process is done quickly.
To begin the registration process, it is recommended that you file for a company name approval with ACRA, the company registrar. In most cases, the approval of your company name can take at least one working day. During the incorporation, you must provide details of the local Director, a local Singapore address as the registered address of the company. The registered address must be a physical address and cannot be a P.O. Box.
Futurebooks can assist you with your business name registration as well as serve as your official registered address for the purpose of registration. Once you had secured a lease for your restaurant, your registered office address can be shifted to that location, by making a simple filing with ACRA which Futurebooks will assist with.
Step 7: Apply for food licenses
Singapore is pretty strict when it comes to food and beverage establishments. They must comply to the Code of Practice of Environmental Health (COPEH) and operational requirements for foodshops, which covers areas like minimum kitchen size, refuse management, noise and cooking fumes control etc.
The following documents must be submitted when applying for your food license:
Approval from the land agency e.g. URA and HDB (referred to as planning permission from land agencies)
Tenancy agreement
Details of applicant – one of the following (where applicable):
Individual – Both sides of NRIC
Company – Information Business Profile from Accounting & Corporate Regulatory Authority (ACRA)
Society – Certificate of Registration from Registrar of Societies
Basic food hygiene certificate/Refresher food hygiene certificate of foodhandlers
Food hygiene officer certificate (for Food caterers, Restaurants, Foodcourts and Canteens only)
Cleaning program
Layout plan of premises (in scaled metric units)
Letter of authorisation (when submission of application is not done by intended licensee/director of company holding the licence)
Pest control contract covering the control of rodents, cockroaches and flies during the year-long licensing period. The inspection frequency of the food shop premises covered in the contract shall be at least once a month to detect any sign of pest infestation.
Supplementary Information form to capture business name, type of food sold, business operating hours, etc.
Food Safety Management Plan (with critical control points identified) or proof of registration for the “WSQ Apply FSMS for Food Service Establishments” course. (For Food Caterers only). Refer to the following link for more details.
Photos showing the interior and exterior of the catering vehicle
Vehicle log card or tenancy agreement for rental vehicle to prove ownership of catering vehicle
Cleaning program for catering vehicle
The submitted documents will be verified through a pre-licensing check of the premises upon the completion of renovations and installation of equipment. You also need to obtain a separate liquor license if you plan on serving alcohol in your restaurant premises, and a license for importing food ingredients if you need to import some indigenous ingredients from other countries for your specialty restaurant.
While it is not required by law, it is recommended to obtain insurance from reputable providers with the following coverage:
Fire & Extraneous Perils
Business Interruption
Theft and Hold-up
Electronic Equipment
Machinery Breakdown
Deterioration of Stock
Goods in Transit
Plate Glass
Money
Public Liability
Workmen’s Compensation
Fidelity Guarantee
Group Personal Accident
Incorporating an F&B company is no mean feat but the chance to operate in such a global gastronomic destination is well worth the trouble. We, at Futurebooks, can help you set up your F&B business in the most efficient and convenient way.
Once you have successfully setup your F&B business, you now need to think about your company finances moving forward. Here’s Namita Sethi to give you an overview on accounting for your food and beverage business.
Ready to start your own F&B business? Speak to us for a no-obligation scope of work.
Full name*
Email address*
Contact number*
Please include the country code.
How can we help you?*
To speed up the process, please provide us with pertinent information about your inquiry as well as the best time to contact you over the phone.
How did you find out about us? e.g. Google Ad, YouTube, LinkedIn, etc.*
Your information is treated confidentially and respectfully as per our privacy policy here.
Captcha
Comments
This field is for validation purposes and should be left unchanged.
The post 7 Steps to successfully set up your food and beverage business in Singapore appeared first on Futurebooks.