Redomiciliation of a BVI company to Singapore. Procedure of jurisdiction change

Redomiciliation (continuation) of a company means changing its country of incorporation, while keeping all existing business relations. For a company to continue in another jurisdiction, redomiciliation must be permitted by the national legislation of the country where the company is incorporated, as well as by its Memorandum and Articles of Association.

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For an overseas company to redomicile to Singapore, it must comply with the jurisdiction’s local legislation, namely such company must:

Be in good standing.
Be incorporated in a country whose national laws permit companies to continue outside this country.
Have at least one Singapore-resident director and a local secretary.
Have a registered office in Singapore (it is provided by the registered agent).
Meet the solvency test (assets exceed liabilities, the company has financial capacity to pay its debts, there is no risk of bankruptcy).
Meet two of the three conditions:

revenue exceeds SGD 10 000 000;
assets as at the balance sheet date exceed SGD 10 000 000;
number of employees exceeds 50 people.

If the company has subsidiaries, it is the figures of the group (as shown in the consolidated financial statements) that will be taken into account, even if only the parent company is redomiciled.

If it is a subsidiary that redomiciles, then only its figures are taken into account (stand-alone financial statements are provided).

If the application for redomiciliation is submitted by both parent and subsidiary simultaneously, the parent company’s application is assessed first and then that of the subsidiary.

List of documents required to redomicile a company to Singapore[1]

Shareholders Resolution to redomicile the company;
letter of instruction from the ultimate beneficial owner;
letters of notification to the creditors and members of the intention to redomicile the company;
Publication in the BVI Gazette (local official newspaper) of notice of intent to redomicile the company;
notice filed with the BVI Registrar that the publication has been made and all necessary notifications have been sent out;
Certificate of Incorporation;
Memorandum and Articles of Association of the company;
Certificate of Incumbency (not older than 3 months);
Certificate of Good Standing (not older than 3 months);
Special Certificate to notify the BVI Registrar;
Latest Financial Statements – if the company has never prepared financial statements before, we are happy to provide the service of preparing financial statements for a BVI company.

Other supporting documents - to be signed by the company director(s):

Declaration that an overseas company meets the criteria for redomiciliation to Singapore;
Director’s consent to re-register the company in Singapore as a private company (Company Limited by Shares);
Director’s confirmation that he is not disqualified from acting as a director.

The Registrar of Companies in Singapore has the right to request any other documents and information for the purpose of redomiciling the company.

Step-by-step guide to the redomiciliation of a BVI company to Singapore

1. Check the current company name with the Singapore Registrar of Companies for availability.

The name cannot coincide with the name of any existing company in Singapore. If there is a match, the current company name must be changed.

2. Prepare in the BVI a set of company documents required for the change of jurisdiction. Prepare financial statements (if there are none ready).

3. Prepare a set of documents in Singapore.

4. File the set of documents with the Singapore Registrar of Companies.

5. In order to complete the redomiciliation (“discontinuation”), submit to the BVI Registrar of Corporate Affairs copies of documents certified by the registered agent.

6. Obtain from the BVI Registrar of Corporate Affairs a Certificate of Discontinuance

which confirms the striking off of the company from the BVI Register, so that the company can continue in another Register. The Registrar also publishes the striking off of the company in the Gazette (local official newspaper) to notify third parties that the company has ceased to exist in the BVI.

The overall time to redomicile a company to Singapore is from 2 months on average. It might take much longer if the company does not have its financial statements ready.

Fees[2]

Services

Fees (USD)

Redomiciliation from the country of incorporation: outgoing part

Supporting the company’s redomiciliation from the BVI, including the preparation of a set of documents to change the jurisdiction to Singapore	USD 4 345[3]
BVI government fees for redomiciliation (including the obtaining of a Certificate of Discontinuance in the BVI)	USD 3 025
Publication in a BVI local newspaper	USD 510
Filing the change of the company’s status with BVI BOSS System	USD 205

Redomiciliation to Singapore: incoming part

Supporting the company’s redomiciliation to Singapore, including: - the government fee - the registered office, services of a local secretary and a local nominee director (for the first year of the company’s existence)	from EUR 6 700
Postal services (starting from the first year), including receiving correspondence, scanning received letters and sending scan copies to the client	EUR 935 / year
Preparing financial statements	EUR 100 – 400 / hour

Singapore company renewal

Subsequent annual maintenance (starting from the second year), including: - registered address and services of a local secretary - services of a local nominee director - annual update of the company’s file (including update of the register of beneficiaries in ACRA and filing of an annual return) and preparation of documents of annual general meeting for directors and shareholders’ signature The company renewal fee does not include the compliance fee, cost of postal services, and preparation of financial statements; paid separately.	EUR 4 180 / year
Postal services, including receiving correspondence, scanning received letters and sending scan copies to the client	EUR 935 / year
Compliance fee Payable in the cases of: - incorporation of a company, - renewal of a company, - liquidation of a company, - transfer out of a company, - issue of a power of attorney to a new attorney, - change of director / shareholder / beneficial owner, except the change to a nominee director / shareholder, - signing of documents.	EUR 385 (standard fee – includes check of 1 individual) + EUR 165 for each additional individual (director, shareholder or beneficiary) or legal entity (director or shareholder) if legal entity is served by GSL + EUR 220 for each additional legal entity (director or shareholder) if legal entity is not served by GSL EUR 495 (fee for high-risk companies, including check of 1 individual) EUR 110 (signing of documents)
Preparing and filing the company’s financial statements	EUR 100 – 400 / hour (minimum – EUR 2 090)

Additional services

Opening a Singapore bank account	EUR 6 000
Services of a nominee shareholder	from EUR 650 / year

[1] This list of documents is for companies administered by GSL Law & Consulting. For companies administered by other agents, it is necessary to provide Due Diligence documentation.

[2] The fees are valid as at September 2025 for companies administered by GSL Law & Consulting.

[3] The fee is indicative. The final cost of company redomiciliation to Singapore and preparation of the necessary set of documents will depend on the policies and requirements of the registered agent that administers the company in the country of incorporation. The fee does not include legalization of documents or preparation of financial statements of the company (these are charged additionally if necessary).

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