Variable capital company framework

VCC key features and requirements

VCC is incorporated under the Variable Capital Companies Act and is administered by the Accounting and Corporate Regulatory Authority (ACRA).

• The VCC can be set up as a single standalone fund, or as an umbrella fund with two or more sub-funds, each holding different assets which creates economies of scale and cost efficiencies. 
• VCCs can be used as vehicles for both open-ended and closed-end funds, and for both traditional and alternative strategies.
• VCCs can issue and redeem shares without the need for shareholder approval.
• ​​The VCC regime permits foreign corporate funds to be re-domiciled to Singapore and structured as VCCs.​​
• ​​VCCs must maintain a register of shareholders and this register must be disclosed to public authorities upon request. ​​​​​ 

Accounting and audit

VCCs have flexibility in their choice of accounting standards and may adopt either Singapore standards or other recognised international frameworks, such as the International Financial Reporting Standards (IFRS) and US Generally Accepted Accounting Principles (US GAAP), for their financial statements, reflecting broader developments shaping the future of audit in fund structures and regulatory reporting.

Tax

Tax treatment, which is an important factor in determining the venue for fund domiciliation and management, made legislative changes on Income Tax Act, Goods and Services Tax Act & Stamp Duties Act relating to VCC. 

Corporate secretarial/legal highlights

• A VCC must, at all times, appoint a manager that complies with the requirements set out below to manage its assets or operate the collective investment scheme or schemes comprising the VCC. 
• A VCC must be managed by a fund manager regulated/licensed by the Monetary Authority of Singapore (MAS) or persons mentioned in section 99(1)(a), (b), (c) or (d) of the Securities and Futures Act.
• A VCC must include “VCC” as part of its name and at the end of the name. 
• At least one director of the VCC must be ordinarily resident in Singapore and must also be a director or a qualified representative of the VCC’s fund manager. All VCC directors ​must meet the “fit and proper​" criteria, with new laws effective April 2026 on increasing personal ​liability​ for failure to exercise reasonable diligence​. 

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