As more ultra-high-net-worth individuals choose Singapore to establish their family offices, understanding the legal and operational structures required becomes critical. A well-defined family office structure not only supports effective governance and succession planning but also ensures compliance with local tax and regulatory frameworks.
This article explores the different entity types commonly used to establish a single family office structure in Singapore, such as private limited companies, Variable Capital Companies (VCCs), and trusts, and outlines the regulatory and tax requirements specific to each.
New to the concept of a family office? Start with our overview of what a family office is and why Singapore is a top jurisdiction.
Private Limited Company by Shares
The private limited company by shares is the most commonly used family office structure for establishing a business presence in Singapore, including for single family offices. It offers flexibility, limited liability, and is fully accessible to foreign individuals or corporate investors, making it ideal for use as a regional holding entity or operating arm of a family office.
Key Requirements for Setting Up a Private Limited Company in Singapore
- Company Name Reservation
Before incorporation, the proposed company name must be approved by the Accounting and Corporate Regulatory Authority (ACRA).
Applications are submitted via BizFile+, and names that are identical or too similar to existing entities may be rejected. Upon approval, the name is reserved for 120 days, and a S$15 fee applies.
- Appointment of Company Officers
The company must appoint the following:- At least one director who is ordinarily resident in Singapore (i.e., a Singapore citizen, permanent resident, or valid work pass holder such as an EntrePass or Employment Pass holder). Directors must be at least 18 years old and free from disqualifications such as bankruptcy or criminal misconduct.
- A company secretary must be appointed within 6 months of incorporation.
- An auditor must be appointed within 3 months unless the company is exempt under audit requirements.
- Shareholding and Capital
A private limited company must issue at least one share, with a minimum paid-up capital of S$1. - Registered Office Address
The business must have a local, physical address in Singapore. This must be a commercial address. P.O. boxes are not permitted.
This family office structure offers strong legal standing and administrative efficiency, making it a foundational choice for many single-family office structures in Singapore.
Trusts
Trusts are a valuable component of many family office structures in Singapore, particularly for families focused on succession planning, asset protection, and intergenerational wealth transfer.
Singapore’s attractive tax regime, legal certainty, and strong regulatory environment make it an ideal jurisdiction for establishing both personal and investment-related trusts.
Types of Trusts in Singapore
A variety of trust structures are available:
- Private family trusts
- Real estate investment trusts (REITs)
- Statutory trusts
- Collective investment trusts
- Charitable trust
Among these, private family trusts are most relevant for single family office structure and are typically used to hold and manage family wealth in a structured, tax-efficient manner.
Key Requirements for Setting up a Trust in Singapore
To create a trust in Singapore, the following components must be in place:
- Creation of the trust
A trust must be clearly defined in terms of its assets (subject matter) and beneficiaries (objects). It can be created via a will, formal declaration, or trust deed. - Appointment of a trustee
The trustee must either be a Singapore citizen or a Singapore-incorporated trust company. Trustees are legally responsible for managing the trust assets in line with the terms of the trust deed. - Drafting the trust deed
This document outlines the purpose, rules, and duties of the trust. It must comply with relevant Singapore legislation, including the Trust Companies Act, Business Trusts Act, and Civil Law Act. - Asset transfer
The settlor (the person establishing the trust) must legally transfer the assets to the trust, placing them under the control of the trustee. - Registration
While trusts are not required to be registered in Singapore, voluntary registration with ACRA may be advantageous for tax reporting and compliance.
Trusts can be used alongside other vehicles like holding companies or funds, offering families an additional layer of asset segregation, governance control, and confidentiality in their broader family office structure.
Variable Capital Company (VCC)
Introduced on 15 January 2020 by the Monetary Authority of Singapore (MAS) and Accounting and Corporate Regulatory Authority (ACRA), the Variable Capital Company (VCC) is a flexible corporate structure designed specifically for investment funds. It has quickly gained traction as a popular vehicle for a family office structure due to its operational efficiency, tax advantages, and structural versatility.
How Does a VCC Work?
The VCC can function as:
- A standalone fund (with a single investment portfolio), or
- An umbrella fund housing multiple sub-funds under one legal entity, with segregated assets and liabilities.
This multi-fund capability allows for cost savings, simplified compliance, and portfolio separation, which is particularly useful for families managing diverse asset classes or generational accounts within a single structure.
A key feature of the VCC is that its capital is always equal to its net asset value. Shares are created or redeemed only when investments are made or withdrawn, providing greater flexibility in capital management and dividend distribution.
In addition, foreign funds can re-domicile into Singapore as a VCC, making it attractive for families relocating or restructuring overseas investments.
Key Requirements for Setting Up a VCC in Singapore
To establish a VCC in Singapore, the following conditions must be met:
- Directors: A minimum of three directors, all of whom must be Singapore residents. At least one director must represent the licensed fund manager.
- Fund Manager: The VCC must appoint a Singapore-regulated fund manager, such as a Capital Markets Services (CMS) license holder or a Singapore-licensed bank. Self-managed VCCs are not permitted.
- Shareholders and Assets: A VCC may have just one shareholder and hold a single asset, offering maximum structural simplicity if desired.
- Compliance with SFA: The VCC must adhere to fund management regulations under the Securities and Futures Act (SFA), including requirements relating to investor protection, reporting, and transparency.
- Office and Corporate Appointments:
- A registered office must be maintained in Singapore.
- A Singapore-based company secretary must be appointed.
- The VCC must engage a Singapore-based auditor.
- Financial Reporting: The VCC is required to prepare audited financial statements in accordance with International Financial Reporting Standards (IFRS) or US Generally Accepted Accounting Principles (US GAAP).
Given its structure and tax neutrality, the VCC is increasingly favored by family offices seeking to consolidate multi-asset portfolios, manage risks across generations, or launch private investment vehicles within a regulated, flexible framework.
Comparison of Family Office Structure Types in Singapore
Feature | Private Limited Company (Pte Ltd) | Trust | Variable Capital Company (VCC) |
Legal Form | Company limited by shares | Legal relationship between settlor, trustee, and beneficiaries | Fund structure regulated under the VCC Act |
Purpose | Investment holding, operating company, or management entity | Succession planning, asset protection, privacy | Multi-asset investment vehicle with sub-fund flexibility |
Ownership | Shareholders (can be individual or corporate) | Beneficiaries, managed by trustee | Shareholders; can be single or multiple investors |
Control | Board of directors and shareholders | Trustee holds legal title; settlor may appoint protector | Managed by licensed fund manager |
Capital Requirements | Minimum paid-up capital: S$1 | Based on trust deed; no formal minimum | Net asset value-based; flexible capital structure |
Licensing | No license required (unless managing third-party funds) | No license required | Requires MAS-regulated fund manager |
Audit Requirement | Required unless exempted under small company rules | Generally not required | Mandatory auditing by Singapore auditor |
Regulatory Authority | ACRA (Accounting and Corporate Regulatory Authority) | Governed by Singapore trust laws | MAS & ACRA |
Privacy & Confidentiality | Moderate (publicly filed directors and shareholders) | High (private arrangement) | Moderate (audit and reporting required) |
Tax Considerations | Can qualify for 13O/13U tax exemptions with conditions | Typically tax neutral; no estate or capital gains tax | Eligible for fund tax exemptions under 13O/13U |
Operational Complexity | Low to moderate | Moderate | High (requires fund management structure and compliance) |
Setup Time | Fast (few days) | Moderate (requires trust deed and legal drafting) | Longer (licensing and compliance-heavy) |
Cost of Setup & Maintenance | Relatively low | Moderate (depends on trust structure and advisors) | High (licensing, audit, management, admin) |
Which Family Office Structure is the Best for You?
Entity Type |
Best Suited For |
|---|---|
Private Limited Company
|
Families looking for a simple, cost-effective holding or management company to meet MAS requirements and house operations. Ideal for lean structures.
|
Trust
|
Families focused on intergenerational wealth transfer, estate planning, and confidentiality. Well-suited for cross-border families or legacy planning.
|
VCC
|
Families with significant assets, multiple investment strategies, or long-term fund plans. Ideal for those seeking a flexible, institutional-grade fund vehicle.
|
Selecting the right family office structure is essential to building a strong foundation for long-term wealth management in Singapore. Whether you prioritize operational control, investment flexibility, or asset protection, each entity type, Pte Ltd, Trust, or VCC, offers unique advantages.