Corporate Charter Template for Singapore

A Corporate Charter, also called a Certificate of Incorporation in Singapore, is the founding legal document that officially brings a company to life. It spells out your company's basic structure, rights, and obligations under the Companies Act. Think of it as your business's birth certificate and constitution rolled into one.

This vital document must include your company's name, registered address, business activities, share structure, and director details. Once ACRA (Accounting and Corporate Regulatory Authority) approves and registers your charter, your company becomes a separate legal entity. It serves as proof of your company's existence and guides how you'll run your business within Singapore's legal framework.

You need a Corporate Charter when starting any new company in Singapore - it's a mandatory first step before you can legally operate. This document becomes essential during key business moments: opening corporate bank accounts, signing contracts with major clients, applying for licenses, or seeking investment funding.

Your Corporate Charter also proves invaluable during corporate governance reviews, mergers and acquisitions, or when expanding operations internationally. Singapore-based businesses regularly reference it to verify their authorized share capital, demonstrate legal status to potential partners, or confirm director appointments. Having it readily available speeds up these critical business processes.

• Standard Private Company Charter: Most common type for small-to-medium businesses, with basic governance rules and share structure
• Public Company Charter: Enhanced disclosure requirements and shareholder rights for listed companies on SGX
• Non-Profit Charter: Modified version focusing on charitable purposes rather than profit distribution
• Variable Capital Company (VCC) Charter: Specialized structure for investment funds with flexible capital arrangements
• Branch Office Charter: Simplified version for foreign companies establishing a Singapore presence without full incorporation

• Company Directors: Must understand and follow the charter's rules, as they're legally responsible for ensuring compliance with its terms
• Corporate Secretaries: Maintain and update the charter, ensuring it reflects current company structure and legal requirements
• Shareholders: Rely on the charter to understand their rights, voting powers, and ownership stakes in the company
• Legal Counsel: Draft and review the charter to ensure it meets ACRA requirements and protects company interests
• ACRA Officers: Review and approve corporate charters during company registration and subsequent modifications

• Company Details: Prepare proposed company name, business scope, registered office address, and business activities
• Share Structure: Decide total share capital, types of shares, and initial share distribution among founders
• Director Information: Gather identification details, residential addresses, and consent forms from all appointed directors
• Shareholder Data: Compile full details of initial shareholders, including their shareholding percentages
• Company Secretary: Appoint a qualified corporate secretary who can verify charter compliance with ACRA requirements
• Review Process: Use our platform to generate a legally-sound charter draft, then review all details for accuracy

• Company Name: Full registered name, including 'Private Limited' or 'Pte Ltd' suffix as approved by ACRA
• Business Objects: Clear statement of permitted business activities and scope of operations
• Share Capital Structure: Total authorized capital, share classes, and rights attached to each class
• Director Provisions: Powers, duties, and appointment procedures for company directors
• Shareholder Rights: Voting procedures, dividend rights, and transfer restrictions
• General Meeting Rules: Procedures for conducting meetings and passing resolutions
• Company Secretary: Requirement to appoint and maintain a qualified secretary

A Corporate Charter differs significantly from a Corporate Governance Document. While both are crucial for business operations in Singapore, they serve distinct purposes and come into play at different stages of a company's life.

• Legal Status: A Corporate Charter establishes your company's legal existence and basic structure, while a Corporate Governance Document sets internal management rules and procedures
• Timing: The Charter is required at incorporation and filed with ACRA first; Governance Documents come later as operational needs arise
• Modification Process: Changing a Charter requires formal ACRA approval and shareholder consent; Governance Documents can be updated through internal board approval
• Scope: The Charter outlines fundamental company elements like share structure and director powers; Governance Documents detail day-to-day operational policies and decision-making frameworks