🇸🇬Venture capital fund manager — VCFM

What is VCFM

Venture Capital Fund Manager (VCFM) — a simplified licensing regimeMonetary Authority of Singapore (MAS)for venture capital fund managers. VCFM receives a Capital Markets Services Licence (CMS Licence) under theSecurities and Futures Act 2001 (SFA), but with radically reduced entry requirements compared to Licensed Fund Management Companies (LFMC).

MAS introduced the VCFM regime to stimulate Singapore's venture ecosystem. The logic: venture managers work exclusively with qualified investors capable of assessing risks independently. Contractual mechanisms (LP agreements, side letters) provide necessary protection. MAS focuses on fit and proper criteria and AML/CFT compliance — i.e., on adequacy of compliance, not micromanagement of investment activity.

Investment restrictions

VCFM is not a universal asset management licence. The regime is strictly tied to venture capital:

• 80% committed capitalof the fund is invested in companies incorporatedno more than 10 years agoat the time of first investment
• Follow-on investments in the same company are permitted even after the 10-year threshold expires
• The fundcannot invest in public and listed securities— except where securities were acquired before listing of the portfolio company.

Investors

VCFM worksonly with accredited and institutional investors(Section 4A SFA). Retail investors are not permitted.

Limits on number of investors —none. Limits on assets under management (AUM) —none.

For comparison: A/I LFMC that obtained licences after RFMC abolition start with an AUM cap ofS$250 million, which MAS may lift after assessing compliance history, internal controls and business model.

Registration requirements

The VCFM regime is designed as "light-touch entry" into licensed capital management, but MAS still expects the manager to have corporate infrastructure and a clear risk control system.

Capital

• Minimum base capital —S$0
• Risk-based capital —S$0

Management

• Minimum2 directors
• Minimum1 directormust befull-timeandSingapore resident(citizen, PR or Employment Pass holder)

Team

Minimum2 representativesbased in Singapore. These are staff through whom VCFM actually conducts regulated activity, including:

• deal evaluation and selection
• participation in investment decisions
• transaction execution and monitoring
• interaction with investors and counterparties
• monitoring regulatory compliance (including AML/CFT) within their roles

Office

Physical office in Singapore is mandatory, virtual offices are not accepted. MAS expects dedicated premises accessible only to company directors and staff — therefore joint rental with another business is not possible.

Compliance

VCFM must implement acompliance arrangement— not necessarily a full independent compliance function, but a system proportionate to scale of activity. Full AML/CFT programme is mandatory: KYC, transaction monitoring, appointment of compliance officer.

Minimum set of policies perCompliance Toolkit for VCFMs (MAS, November 2025):

1. AML/CFT Manual• Business-Wide ML/TF Risk Assessment
2. Compliance Manual• Compliance Programme & Responsibilities
3. Investment Policy Statement + Valuation Policy• Investment Process & Decision-Making Procedure
4. Operational Policies• Business Continuity Plan (BCP)

Obtaining a licence

Submitting application

What MAS evaluates

Timeline

2–3 monthsfor complete and properly formatted applications. Incomplete applications, complex structures or fit and proper questions — timelines extend without formal ceiling.

Annual compliance

Regular requirements after obtaining licence

Fund structure

VCFM manages funds — but the fund itself may be registered in Singapore or in an offshore jurisdiction. Choice of structure determines tax regime, compliance burden and investor perception.

Fund in Singapore — Variable Capital Company (VCC)

Offshore fund — white-label infrastructure for any structure

Costs

When VCFM is not suitable

• Fund strategy goes beyond venture capital (public equities, fixed income, structured products)
• Retail investor fundraising is planned
• Fund invests predominantly in listed securities