Compare common Singapore business structures across ownership, liability, administration and continuity.
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| Factor | Sole proprietorship | Limited liability partnership (LLP) | Private limited company |
|---|---|---|---|
| OwnershipMinimum owner or shareholder arrangement. | One owner Why this mattersA sole proprietorship has one owner. | At least 2 partners Why this mattersAn LLP has two or more partners and no stated maximum. | At least 1 shareholder Why this mattersA local company has at least one shareholder. Company type affects the maximum. |
| Separate legal entityWhether the business is legally separate from its owners. | No Why this mattersThe proprietor and business are not separate legal persons. | Yes Why this mattersThe LLP is a separate legal entity from its partners. | Yes Why this mattersThe company is a separate legal entity from its shareholders. |
| LiabilityHigh-level responsibility for business debts and losses. | Owner has unlimited liability Why this mattersThe proprietor is personally responsible for business debts and losses. | Limited, with exceptions Why this mattersPartners are not personally responsible for debts caused by other partners, but remain liable for their own wrongful actions. | Shareholders have limited liability Why this mattersShareholders are not personally responsible for company debts and losses solely by reason of share ownership; directors have separate duties. |
| Setup and ongoing administrationSelected registration and continuing obligations; not a complete compliance list. | Renewal and owner obligations Why this mattersACRA lists periodic business registration renewal and applicable Medisave requirements. | Annual declaration and records Why this mattersACRA lists accounting records, a Register of Registrable Controllers unless exempt, and annual declarations. | Annual filings and company records Why this mattersRequirements include annual returns, registers, and AGM obligations; secretary and audit rules have exceptions. |
| ContinuityHow the entity continues or ends at a high level. | Linked to the proprietor Why this mattersACRA says the business continues while the owner is alive and chooses to continue it. | Continues until formally closed Why this mattersAn LLP continues until formally wound up or struck off. | Continues until formally closed Why this mattersA company continues until formally wound up or struck off. |
| Ownership and fundingHow ownership is held and what the structure allows at a high level. | One proprietor; no shares Why this mattersOwnership rests with the proprietor. A sole proprietorship does not have company shareholders. | Shared among partners Why this mattersThe LLP has partners. Review the LLP agreement and current ACRA requirements before changing ownership. | Shareholders own through shares Why this mattersShareholders own the company through shares. Share types and company requirements affect how investment is structured. |
| Tax treatmentHigh-level description only; not a tax estimate. | Owner’s personal income tax rates Why this mattersACRA says sole-proprietorship profits are taxed at the owner’s personal income tax rates. | Partners’ personal or corporate rates Why this mattersACRA says profits are taxed at the partners’ personal or corporate tax rates. | Corporate tax rates Why this mattersACRA says company profits are taxed at corporate tax rates. This is not a tax calculation. |
Minimum owner or shareholder arrangement.
Sole proprietorship
One owner
A sole proprietorship has one owner.
Limited liability partnership (LLP)
At least 2 partners
An LLP has two or more partners and no stated maximum.
Private limited company
At least 1 shareholder
A local company has at least one shareholder. Company type affects the maximum.
Whether the business is legally separate from its owners.
Sole proprietorship
No
The proprietor and business are not separate legal persons.
Limited liability partnership (LLP)
Yes
The LLP is a separate legal entity from its partners.
Private limited company
Yes
The company is a separate legal entity from its shareholders.
High-level responsibility for business debts and losses.
Sole proprietorship
Owner has unlimited liability
The proprietor is personally responsible for business debts and losses.
Limited liability partnership (LLP)
Limited, with exceptions
Partners are not personally responsible for debts caused by other partners, but remain liable for their own wrongful actions.
Private limited company
Shareholders have limited liability
Shareholders are not personally responsible for company debts and losses solely by reason of share ownership; directors have separate duties.
Selected registration and continuing obligations; not a complete compliance list.
Sole proprietorship
Renewal and owner obligations
ACRA lists periodic business registration renewal and applicable Medisave requirements.
Limited liability partnership (LLP)
Annual declaration and records
ACRA lists accounting records, a Register of Registrable Controllers unless exempt, and annual declarations.
Private limited company
Annual filings and company records
Requirements include annual returns, registers, and AGM obligations; secretary and audit rules have exceptions.
How the entity continues or ends at a high level.
Sole proprietorship
Linked to the proprietor
ACRA says the business continues while the owner is alive and chooses to continue it.
Limited liability partnership (LLP)
Continues until formally closed
An LLP continues until formally wound up or struck off.
Private limited company
Continues until formally closed
A company continues until formally wound up or struck off.
How ownership is held and what the structure allows at a high level.
Sole proprietorship
One proprietor; no shares
Ownership rests with the proprietor. A sole proprietorship does not have company shareholders.
Limited liability partnership (LLP)
Shared among partners
The LLP has partners. Review the LLP agreement and current ACRA requirements before changing ownership.
Private limited company
Shareholders own through shares
Shareholders own the company through shares. Share types and company requirements affect how investment is structured.
High-level description only; not a tax estimate.
Sole proprietorship
Owner’s personal income tax rates
ACRA says sole-proprietorship profits are taxed at the owner’s personal income tax rates.
Limited liability partnership (LLP)
Partners’ personal or corporate rates
ACRA says profits are taxed at the partners’ personal or corporate tax rates.
Private limited company
Corporate tax rates
ACRA says company profits are taxed at corporate tax rates. This is not a tax calculation.
Open a section for legal context and practical implications.
Verified 25 Sept 2026