Last updated: 10 November 2026
Key Takeaways
- ACRA charges S$8,015 to set up a VCC (S$15 name application plus S$8,000 incorporation), plus S$400 for each sub-fund.
- A VCC is a corporate fund structure that can be standalone or an umbrella with sub-funds, whose assets and liabilities are segregated.
- You need a permissible fund manager, at least one Singapore-resident director, a company secretary and an auditor.
- ACRA states 14 to 60 days for approval.
- The VCC Grant Scheme closed to new applications on 15 January 2025, so it is no longer available.
ACRA charges S$8,015 to set up a Variable Capital Company (VCC), made up of a S$15 name application and an S$8,000 incorporation fee, plus S$400 for each sub-fund. As the country continues to position itself as a one-stop destination for business investment, Singapore’s economy remains one of the best in Southeast Asia, and its fund management industry compares favourably with some of the world’s leading economies.
One good example of Singapore’s commitment to growing the investment industry is the Variable Capital Companies (VCC) Act, passed in 2018 and in force since 14 January 2020. If you are looking to incorporate a company in Singapore, you should read on. In this article, we examine the benefits of a VCC, how it is set up, and what it costs. For a quick definition, see our VCC glossary entry.
What Are Variable Capital Companies (VCC)?
A Variable Capital Company (VCC) is a corporate structure for offering collective investment schemes (CIS). It can be set up as a standalone fund, or as an umbrella fund with multiple sub-funds. A VCC’s share capital varies with its net assets, which means it can issue and redeem shares without the usual capital-maintenance restrictions. The assets and liabilities of each sub-fund remain segregated from one another, although a sub-fund is not a separate legal person.
A VCC allows for both open-ended and closed-ended funds, as well as conventional and alternative funds. It is a separate legal entity from its directors, and it must have a board of directors that oversees the fund and a permissible fund manager that manages its investments.
In line with the Singapore government’s commitment to making the country a hub for establishing family offices and hedge funds, the VCC is designed to give flexibility in how investment capital is structured. The Monetary Authority of Singapore (MAS) and the Accounting and Corporate Regulatory Authority (ACRA) administer the framework jointly.
Standalone VCC vs Umbrella VCC
| Standalone VCC | Umbrella VCC | |
|---|---|---|
| Structure | One fund | Two or more sub-funds under one VCC |
| ACRA fees | S$8,015 (name plus incorporation) | S$8,015, plus S$400 for each sub-fund |
| Asset segregation | Not applicable | Each sub-fund’s assets and liabilities are segregated |
| Shared costs | Borne by the single fund | Directors, company secretary and registered office are shared across sub-funds |
Benefits Of VCC
One primary reason the VCC has remained a success since its launch is the many benefits it offers. Here are some of its unique advantages.
Greater Share Flexibility
For any active and experienced investor, a major attraction of any investment scheme is the ease of entry and exit. This is one benefit the VCC offers. Funds under the scheme can issue and redeem shares without the approval of shareholders, and managers can pay out dividends when due. This is possible because the VCC’s capital always equals its net assets.
Protection For Sub-Funds’ Assets And Liabilities
Although funds are allowed to have multiple sub-funds under them, the assets and liabilities belonging to each sub-fund are protected. In other words, should one sub-fund end up with liabilities, the assets of the other sub-funds cannot be used to meet them. This helps put investors at ease, knowing their investment assets remain independent of the financial woes of other sub-funds.
Tax Incentives
A VCC is not automatically exempt from tax. Singapore does, however, offer fund tax incentives administered by MAS under Sections 13O, 13U, 13D and 13OA of the Income Tax Act, which exempt specified income from designated investments for qualifying funds managed by Singapore-based fund managers, including VCCs and single family offices. The schemes have been extended to 31 December 2029, and MAS revised the conditions for single family office funds in a circular dated 31 July 2026, effective 1 August 2026. Conditions cover the fund, the fund manager, the investments and economic substance in Singapore, so plan the structure around them from the start.
Cost Efficiencies For Sub-Funds
This benefit mainly applies to sub-funds rather than the umbrella fund itself. While a VCC can be a single, standalone fund, sub-funds allow for cost efficiency. Rather than each fund bearing the full cost of setting up and maintaining its own company, the cost can be shared at smaller percentages among the sub-funds. The same applies to sharing the cost and expertise of the umbrella’s service providers.
Privacy And Anonymity
Most people who own assets or participate in managed funds prefer to stay out of the public eye for personal and security reasons. The VCC’s register of shareholders is kept confidential and is not open to public inspection, although the VCC must maintain it and present it to regulators such as MAS, ACRA and the Inland Revenue Authority of Singapore (IRAS) if needed.
How Do You Set Up A VCC?
Singapore has made it fairly straightforward to set up a VCC. Here are the steps to follow:
Choosing The Name Of Your VCC
In business, names differentiate one entity from another. The same applies to a VCC. A VCC’s name must include “VCC” as part of the name, at the end. ACRA also gives three guidelines to follow in name selection:
- The name should not be identical to an already existing business, to avoid confusion.
- Profane, offensive and vulgar words are prohibited.
- The chosen name should not be among those listed as prohibited by the Ministry of Finance.
Once you have a name that complies with these guidelines, search to confirm it is available using Bizfile’s business name search.
Register Your VCC’s Chosen Name
Having confirmed that your chosen name is available, the next step is to apply for it. The application costs S$15, and once approved, the name is reserved for your use for 120 days. You must incorporate the VCC within that period, or you will have to apply for the name again (if it is still available).
Some name applications are referred to other authorities for approval. For example, if your chosen name contains the word “school”, ACRA would send your application to the Ministry of Education for review. If you choose to withdraw the reserved name, you can do so before the VCC is incorporated and within the 120-day reservation period.
Choosing The Type Of VCC To Operate
You’ll need to determine the type of VCC you want. It can either be a standalone fund or an umbrella fund with two or more sub-funds.
Appointing VCC Officers
VCC officers are the people responsible for managing the fund. You are required to submit information about each of them. They include:
- Director: A VCC must have at least one director who is ordinarily resident in Singapore, and at least one director who is a director or qualified representative of the fund manager. The same person can meet both requirements. A VCC that is an authorised scheme offered to retail investors must have at least three directors, including one independent director.
- Managing Director: The appointment of a managing director is not mandatory. However, a managing director is often appointed to oversee all or some parts of the VCC.
- Company Secretary: A VCC must appoint a company secretary within six months of its date of incorporation. The secretary must be a natural person who is ordinarily resident in Singapore, and cannot be the VCC’s sole director.
- Auditor: The appointment of an auditor must be made within three months of incorporating the VCC. Unlike a small private company, a VCC cannot claim audit exemption.
- Fund Manager: The appointment is mandatory. The manager must be a permissible fund manager: a fund management company licensed by MAS (holding a capital markets services licence for fund management), or a financial institution that is exempt from licensing, such as a bank. A VCC cannot manage itself, and a single family office is generally not a permissible fund manager on its own.
Register An Office Address And Draw Up A Constitution
You can only proceed to incorporate your VCC if it has a registered office address. To qualify, it must be a physical location in Singapore. Since 20 October 2026, ACRA no longer requires a registered office to be open to the public for minimum hours, but the company must make its records available for inspection on reasonable notice. The registered address does not have to be the exact location where the VCC conducts its activities, but all correspondence to and from the VCC must use it.
You also need to draw up a constitution that governs the operation of the VCC. When filing for incorporation, a copy of the constitution must be attached to the application. Like the details of its shareholders, the VCC’s constitution is not disclosed to the public.
Incorporating A New VCC
The next step is to incorporate the VCC with ACRA. Subscribers with a Singpass can file directly, while foreigners without a Singpass must engage a corporate service provider (CSP) to prepare and submit the application. Ensure all requirements are met and all information in the application is correct.
ACRA states 14 to 60 days for VCC approval, depending largely on whether the application needs to be referred to other government agencies. The outcome is communicated to you by email. At this stage, you will also need to apply for a CorpPass.
You can add sub-funds to your incorporated VCC by providing the chosen name and formation date to ACRA. Each sub-fund must be registered within seven days of its formation.
Summary Of ACRA Fees For Setting Up A VCC
You should always check for updates to fees on ACRA’s website. These are the current fees to pay when setting up a VCC in Singapore:
- VCC name application: S$15
- VCC incorporation application: S$8,000 (non-refundable)
- Sub-fund registration: S$400 for each sub-fund
- Transfer of registration (re-domiciling a foreign fund as a VCC): S$9,000, plus S$400 for each sub-fund
- Annual return filing: S$1,600 a year
- VCC or sub-fund name change: S$15
These are government fees only. The larger costs of running a VCC are usually its service providers: the fund manager, company secretary, auditor, fund administrator and custody arrangements.
Ongoing Obligations
A VCC must be audited each year by a Singapore-based auditor and must file its annual return with ACRA. Anti-money laundering and countering the financing of terrorism (AML/CFT) duties are carried out through the fund manager, under MAS’s VCC notice. MAS has also set out expectations on custody, substantive fund management and AML/CFT oversight, and expects managers to wind down VCCs that hold no assets or investors, so check MAS’s current guidance when planning your structure.
What Happened To The VCC Grant Scheme (VCCGS)?
To encourage adoption, MAS launched the VCC Grant Scheme in January 2020, under the Financial Sector Development Fund (FSDF). It co-funded up to 70% of qualifying expenses paid to Singapore-based service providers, capped at S$150,000, for fund managers that incorporated a VCC or re-domiciled a foreign fund as one.
From 16 January 2023, the scheme was extended for two years at a lower rate of 30%, capped at S$30,000, for first-time fund managers. The scheme closed to new applications on 15 January 2025 and is no longer available.
Looking for more information or incorporating a VCC? Contact HeySara today to get a complete understanding of the benefits and process of starting a VCC in Singapore.
Frequently Asked Questions
How much does it cost to set up a VCC in Singapore?
ACRA charges S$15 for the name application and S$8,000 for incorporation, a total of S$8,015, plus S$400 for each sub-fund. These are government fees only, and professional and service provider fees are additional.
Is a VCC tax-exempt?
No, not automatically. Funds can apply for MAS-administered tax incentives such as Section 13O and Section 13U, which carry conditions on the fund, the manager, the investments and economic substance.
Does a VCC need a fund manager?
Yes. A VCC cannot manage itself and must appoint a permissible fund manager: a fund management company licensed by MAS, or an exempt financial institution.
Is the VCC Grant Scheme still available?
No. The scheme closed to new applications on 15 January 2025.
Can a foreigner set up a VCC?
Yes. Foreigners without a Singpass must engage a corporate service provider to file with ACRA, and the VCC still needs a director who is ordinarily resident in Singapore and a permissible fund manager.
Is a sub-fund a separate company?
No. A sub-fund’s assets and liabilities are segregated, but it is not a separate legal person. The VCC is the legal entity.
Disclaimer: This article is for general informational purposes only and does not constitute legal, tax or investment advice. VCC fees, requirements and incentives are set by ACRA, MAS and IRAS and are subject to change. Verify current requirements with the relevant authority or a qualified professional before making decisions. HeySara accepts no liability for actions taken based on this article.
