Commercial Contracts

Tenancy Agreement

One deadline sits outside the negotiation entirely: **stamp duty**. A lease must be stamped within the prescribed period, penalties apply for late stamping, and an unstamped instrument is inadmissible in evidence — which matters precisely when a dispute arises and the tenant most needs to rely on the lease.

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Tenancy Agreement

Commercial premises

One deadline sits outside the negotiation entirely: stamp duty. A lease must be stamped within the prescribed period, penalties apply for late stamping, and an unstamped instrument is inadmissible in evidence — which matters precisely when a dispute arises and the tenant most needs to rely on the lease.

ItemDetail
Landlord[NAME], [UEN / NRIC] [NUMBER]
Tenant[NAME], UEN [UEN]
Premises[UNIT, BUILDING, ADDRESS]
Approximate area[NUMBER] sq ft
Permitted use[DESCRIBE]check it matches the approved use for the property
Term[2] years from [DATE] to [DATE]
Option to renew[Yes, for a further 2 years at market rent — or No]
Monthly rentS$ [AMOUNT], exclusive of GST
Service chargeS$ [AMOUNT] per month
Security depositS$ [AMOUNT][3] months rent
Rent-free fitting out period[NUMBER] [weeks]
Stamp duty payable by[Tenant] — within the prescribed period

1. Grant

1.1The Landlord lets and the Tenant takes the Premises for the Term, at the rent and on the terms in this agreement.

1.2The Tenant shall use the Premises only for the Permitted Use, and shall not change it without the Landlord’s consent and any approval required from the relevant authority.

1.3The Tenant takes the Premises [in their existing condition / with the fit-out described in the Schedule], having satisfied itself as to their suitability.

2. Rent and Outgoings

2.1The Tenant shall pay rent of S$ [AMOUNT] per month in advance on the [1st] day of each month, without deduction or set-off, by [GIRO / bank transfer].

2.2GST is payable in addition at the prevailing rate where the Landlord is GST-registered.

2.3The Tenant shall pay the service charge, and shall be responsible for [utilities, telecommunications, its own insurance, cleaning of the Premises, and licence fees for its business].

2.4The Landlord shall be responsible for [property tax, building insurance, structural repairs, and maintenance of common areas].

2.5Late payment carries interest at [RATE] per cent per annum from the due date.

2.6[Where a rent review applies] Rent shall be reviewed on [DATE] to the then market rent, and shall not be less than the rent then payable. Failing agreement within [30] days, the rent shall be determined by an independent valuer appointed by [agreement / the President of the Singapore Institute of Surveyors and Valuers].

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5 more pages in the Word file

This is page 1 of the Word document, exactly as it appears when you open it. Fields shown like THIS are placeholders for you to complete.

Notes for use

These notes accompany the template and explain the drafting choices, the compliance points and the mistakes most often made with this document. They appear as a final page in the Word file, intended to be deleted before the document is executed.

Stamp the lease on time

Stamp duty on a lease is calculated by reference to the rent and the term, and must be paid within the prescribed period from execution. Late stamping attracts penalties, and — the point that matters commercially — an unstamped instrument is inadmissible in evidence. A tenant who needs to enforce the lease and has not stamped it must first stamp and pay the penalty.

Check the permitted use against the approved use

A property’s approved use is a planning matter, not a negotiation between landlord and tenant. Agreeing a permitted use the property is not approved for leaves the tenant unable to operate, and the lease will not fix it. Check before signing, not after fitting out.

Reinstatement is the hidden cost

The obligation to strip out the fit-out and restore the premises can run to a substantial sum, and tenants routinely fail to budget for it across a two or three year term. Understand the obligation at the outset, cost it, and provide for it. Requesting the landlord’s requirements in writing two months before expiry, as Clause 6.4 requires, prevents a demand for work nobody anticipated.

Photograph everything at handover

The single most effective step a tenant can take. A dated photographic record of the premises at handover, agreed with the landlord, resolves almost every deposit and reinstatement argument at expiry. Annexure A is built around it.

Model the total occupancy cost

Rent is rarely the whole cost. Service charge, utilities, GST, fit-out, insurance, reinstatement provision and any car park or after-hours air conditioning charges all add up. A lease that looked competitive on rent alone frequently is not.

GST on rent

Where the landlord is GST-registered, GST is payable on the rent in addition and the tenant should receive a valid tax invoice to claim input tax. Rent quoted without specifying the GST position produces an argument at the first invoice.

Negotiate a break clause on longer terms

A three or five year term without a break is a substantial commitment for a growing business. A break at the mid-point, even with a penalty, is usually worth more than a small rent concession — and landlords are often more willing to give it than tenants expect.

Rent review needs a process and a fallback

A review to "market rent" with no mechanism for resolving disagreement is a dispute waiting to happen. Clause 2.6 provides for an independent valuer and an appointing body. Also note the upward-only floor — tenants should at least be aware they are agreeing to it.

Consent not to be unreasonably withheld

Assignment and subletting are the tenant’s exit route if the business changes. An absolute prohibition leaves the tenant with the lease whatever happens. A qualified covenant, as in Clause 4.1(e) read with 5.1(e), is the normal compromise.

Split the repair obligations clearly

Interior to the tenant, structure, exterior, roof and common areas to the landlord, is the usual split. Vague or overlapping obligations produce disputes about air conditioning compressors, ceiling leaks and glazing — the three items that generate most of them.

The deposit is not rent

Clause 3.2 prevents the tenant applying the deposit to the final months’ rent, which is a common practice and a breach. It also leaves the landlord with no security for reinstatement, which is exactly when it is needed.

Verify the landlord’s title

Confirm the person letting the premises actually owns them or has authority to sublet. Taking a lease from a head tenant whose own lease prohibits subletting, or expires first, creates a real problem.

Diarise the notice dates

Break notices, renewal option notices and reinstatement notices all have deadlines, and missing one usually cannot be remedied. Diarise them at signature with reminders well in advance, as check 15 requires.

Residential lets are different

This document is drafted for commercial premises. Residential tenancies have their own conventions and, where the tenant is a foreign national, the landlord has obligations to check immigration status. Do not adapt this document for a residential let.

Current as of

Reflects Singapore law and practice current as of {{DATE OF USE}}. Stamp duty rates and deadlines, GST treatment, planning approval requirements and property tax rules all change — have any material lease reviewed by a lawyer, and confirm the stamp duty position with the Inland Revenue Authority of Singapore before execution.

This is a ready-to-use template provided for convenience. Laws and requirements change, and every situation is different — please have it reviewed by a qualified professional (a lawyer, corporate secretary, or accountant as relevant) before you rely on it.