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Singapore: Limited Liability Partnerships

Singapore: Limited Liability Partnerships

The Republic of Singapore is a Commonwealth country located at the tip of the Malaysian peninsula and occupying an area of 622 square kilometres. Singapore was formerly part of Malaysia which gained independence from Britain in 1957. Eight years later in 1965, Singapore became a separate sovereign state. Because of its close past connections with Britain, the business language remains English and the English common law system applies.

Local currency is the Singapore Dollar and there is an excellent professional infrastructure with excellent legal services. Most of the large accountancy firms have offices in Singapore as do most of the major international banks.

Communications are excellent, with state of the art telecommunications equipment and an airport which serves as a regional hub for over 100 destinations.


The LLP was created by the Limited Liability Partnerships Act 2005. The essential feature of a limited liability partnership (“LLP”) is that it combines the organisational flexibility and tax status of a partnership with limited liability for its members.

The LLP can do anything that a natural person could do. It has the ability to enter into contracts, own assets and will continue in existence in spite of any change in membership. Its existence as a separate legal entity makes it more closely akin to a company than to a partnership. The concept is similar to that of the US Limited Liability

Corporation, a US legal entity which is not generally subject to US taxation. As it is a partnership no tax is assessed on the LLP but profits are only taxed in the hands of the partners. If the LLP does not trade in Singapore or derive income from Singapore, no Singapore tax will be payable by a non-resident partner. This makes it possible to create Singapore structure which is not liable to Singapore tax. Provided that the trading activities take place entirely outside of Singapore, the profits are generated from a non-Singapore source and the profits are not remitted back to Singapore.

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