Singapore VCC insights
VCC Fundamentals for Global Founders: Singapore VCC Framework Explained
If you are new to the Singapore VCC framework, begin by identifying the parties. Many confusing proposals use “fund”, “manager” and “family office” as though they were the same entity.
The VCC holds the fund structure
The VCC is the company in which investors hold shares. It may be standalone or an umbrella containing sub-funds. Its constitution and offering terms set out how investment interests work.
A sub-fund is a portfolio within the umbrella, not another company. A share class is a category of shares and does not automatically create a separately segregated portfolio.
The manager manages investments
The manager is a separate role with its own eligibility and regulatory requirements. The founder may sponsor the project without being the firm authorised to manage the assets. Identify who makes decisions and who supervises delegated work.
Providers perform specific services
The administrator keeps fund records and performs its agreed calculations and reporting. The secretary handles the agreed corporate administration. The auditor examines the financial statements. Banks and custody providers have their own mandates.
The board oversees the company and needs information from these parties. Outsourcing does not mean that every difficult decision belongs to someone else.
Authorities answer different questions
ACRA administers the corporate framework. MAS requirements are relevant to management, offerings and other regulated matters. IRAS deals with tax. Approval or registration in one area should not be represented as blanket approval of the entire arrangement.
ACRA’s introductory VCC guide is a useful starting point. Before comparing proposals, draw a chart showing the entities and responsibilities. If the providers cannot agree on that chart, resolve the uncertainty before drafting or paying launch fees.
