Guide · Setting up in Singapore

Setting up a fund in Singapore

Singapore is one of the most efficient places in Asia to launch a fund if you know the steps. Here's a walkthrough of what's involved, from choosing a structure to getting licensed.

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Singapore has a strong legal system, a favourable tax regime, and access to world-class capital markets and infrastructure whether for capital markets, wealth management asset management solutions or private capital deal structures. That combination has made it one of the top choices in Asia for investors setting up a fund. But the process still involves several legal and regulatory steps, and getting them right matters.

Professional services firms help with the legal and regulatory side, set up the operational infrastructure a fund needs, and provide ongoing support to keep everything compliant after launch. This guide walks through the key things to know and where a professional partner can help you move faster.

Setting up a fund management company

The Monetary Authority of Singapore (MAS) is the main regulator for fund managers here. Before you can operate, MAS has requirements you'll need to meet and depending on your fund vehicle and investors, there may be other legal requirements too.

The first step is choosing the right legal structure. The most common options are companies limited by guarantee and limited partnerships, though other structures exist. Each comes with different tax outcomes, so it's worth thinking through which fits your goals.

Next, you'll need to identify qualified investors, MAS sets specific criteria around financial sophistication and net worth. You'll also need proper due diligence in place to protect both your investors and the fund itself.

Because Singapore's rules are detailed and thorough, most people setting up a fund here get professional advice early. It reduces risk and helps things move faster.

Structuring options for private capital and trading funds in Singapore

Setting up in Singapore involves two separate decisions: how the manager is licensed, and how the fund itself is structured. Getting both right from the outset matters more for institutional and accredited investor mandates than for retail products, where the regulatory and investor expectations are different.

The manager entity- Fund Management Company (FMC) – the standard route for managers running private capital or trading strategies for institutional and accredited investors. Depending on AUM and investor base, this typically means a Licensed Fund Management Company (LFMC), authorised for accredited/institutional investors (A/I LFMC), or a Venture Capital Fund Manager (VCFM) licence for eligible early-stage venture managers. MAS sets the requirements on capital, governance, and fit-and-proper criteria at each tier.

The fund vehicle- Variable Capital Company (VCC) – a corporate structure purpose-built for investment funds, allowing capital to be returned to investors without the formalities of a capital reduction. Umbrella structures with segregated sub-funds make it well suited to multi-strategy platforms and umbrella fund ranges.

Limited Partnership (LP)- the familiar structure for closed-end private equity and venture capital funds, offering contractual flexibility on economics and governance that GPs and LPs already understand.

Structure	What it is	Why choose it
A/I LFMC	MAS-licensed manager for accredited/institutional investors	Regulatory standing to manage capital for non-retail investors
VCFM	MAS-licensed manager for eligible venture capital funds	Lighter-touch regime suited to early-stage strategies
VCC	Umbrella company structure under the VCC Act	Sub-fund segregation, efficient for multi-strategy or offshore-facing platforms
LP	Limited partnership structure	Familiar economics and governance for PE/VC and closed-end structures

What it takes to set up a fund management company

Setting up as a fund manager in Singapore calls for legal, financial, and operational readiness in equal measure, and it's worth being clear from the outset that the manager and the fund are two separate things, each with its own regulatory track.

The manager: Licensing
Most managers running strategies for institutional and accredited investors will need a Capital Markets Services Licence (CMSL), held as a Licensed Fund Management Company authorised for accredited/institutional investors (A/I LFMC), or a Venture Capital Fund Manager (VCFM) licence where the strategy qualifies. Each tier carries its own thresholds on base capital, professional indemnity cover, and the fit-and-proper standing of directors and representatives. Underpinning the application is a clear business plan setting out the services offered, the investment strategy, and how the firm will be resourced and governed from day one.

The fund: Tax treatment
Separately, the fund vehicle itself, whether a VCC, LP, or Singapore company, may qualify for one of Singapore's fund tax exemption schemes. These are general schemes for funds managed by a Singapore-based manager, not a family office-specific regime, though family offices are one category of user. Section 13O (for Singapore tax-resident funds) currently requires a minimum of S$5 million in designated investments, maintained at the end of each financial year, plus at least two Singapore-based investment professionals. A parallel scheme, Section 13OA, extends the same treatment to funds structured as limited partnerships, since 13O itself is only open to companies and VCCs. Section 13U (the enhanced tier, open to funds of any domicile) requires a minimum of S$50 million in designated investments and at least three investment professionals. Both schemes carry tiered local business spending requirements, from S$200,000 to S$500,000 a year depending on the fund's AUM, and conditions must be maintained annually rather than just met at application. Eligibility is best confirmed with the relevant authorities before the fund starts operating.

Differentiation
Beyond licensing and tax structuring, differentiation is what wins mandates with institutional allocators: a credible team, a clearly articulated strategy, and existing relationships with institutional investors all carry weight in due diligence.

Risk and compliance
Risk and compliance discipline matters as much as the initial setup, and often more over time. Most managers bring in experienced advisors to build out internal controls, AML/CFT policies, and governance frameworks aligned to current MAS requirements from the outset, rather than retrofitting them once regulators or investors ask.

Fit and proper standards, audits, and AML

MAS assesses the fund manager and its key individuals – directors, the CEO, and relevant professionals – against "fit and proper" standards: sufficient financial resources, sound business practices, honesty, competence, and proper governance. This assessment sits at the heart of every licence application and is revisited whenever the manager's directors, shareholders, or key appointment holders change.

On top of that, two audit obligations run in parallel rather than one generic requirement: the licensed manager's own financial statements are audited annually as a standing condition of the CMS licence, and the fund vehicle itself is separately subject to audit, whether under the VCC Act (for most VCC structures) or as a condition of retaining a Section 13O or 13U tax exemption. A robust AML/CFT framework for identifying and reporting suspicious activity, and proper custody arrangements to keep client assets segregated and independently accounted for, complete the picture. Together, these are what give institutional investors comfort that a manager's operational controls match the quality of its investment strategy.

A defined path to licensing

Singapore's fund licensing framework reflects a mature, well-established regulatory system, and it is precisely this maturity that underpins the credibility institutional investors place in a Singapore-licensed manager. MAS gives applicants a clear picture of what to expect: it commits to up to 6 months to review applications that are complete and submitted by applicants meeting all admission criteria. A further period follows in which the applicant finalises the remaining operational requirements, such as capital funding and the confirmation of key appointments, ahead of formal grant of the licence. 

The pace at which an application progresses through both stages is determined primarily by the quality of preparation. Applications submitted complete, with structure, business plan, and key appointments already settled, avoid the principal cause of delay: MAS requesting supplementary information or a fresh submission mid-review. This is where an experienced advisory partner adds genuine value, not by accelerating MAS's own process, but by ensuring the application presents no basis for MAS to pause it.

An A/I LFMC carries a base capital requirement of S$250,000, together with a minimum of two directors (at least one Singapore-resident) and the requisite complement of fit-and-proper key individuals. These requirements are established and predictable; the discipline lies in having them in place from the outset.