Singapore Limited Partnership
What is Singapore Limited Partnership?
A Singapore Limited Partnership, governed by the Limited Partnerships Act 2008, is the most common fund vehicle for PE/VC fund structures domiciled in Singapore. It provides GP/LP structural separation familiar to global institutional investors, flow-through tax treatment (the partnership itself is not taxed; income is taxed at the partner level), and compatibility with the 13R/13U tax exemption schemes.
Why It Matters
The Singapore LP is the default fund vehicle for most PE/VC funds in the region, offering the familiar GP/LP structure that global institutional investors expect. Its flow-through tax treatment and compatibility with tax exemption schemes make it the cornerstone of Singapore’s fund ecosystem.
Key Takeaways
- 1
The most common PE/VC fund vehicle in Singapore, governed by the Limited Partnerships Act 2008.
- 2
Provides flow-through tax treatment where income is taxed at the partner level, not the fund level.
- 3
Compatible with Singapore’s 13R and 13U tax exemption schemes.
Related Terms
More Singapore Terms
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MAS (Monetary Authority of Singapore)
The Monetary Authority of Singapore is Singapore’s central bank and integrated financial regulator, responsible for licensing and supervising all fund management companies, securities intermediaries, and financial institutions operating in Singapore. MAS administers the Securities and Futures Act (SFA) under which fund managers are licensed or registered.
Read MoreVCC (Variable Capital Company)
The Variable Capital Company is a corporate fund structure introduced by Singapore in January 2020 under the Variable Capital Companies Act. A VCC can be set up as a single standalone fund or as an umbrella structure with multiple sub-funds, each with segregated assets and liabilities. It offers operational flexibility such as issuing and redeeming shares without shareholder approval, making it well-suited for both open-ended and closed-ended PE/VC fund strategies.
Read MoreLicensed Fund Management Company (LFMC)
An LFMC holds a Capital Markets Services (CMS) licence from MAS to conduct fund management activities in Singapore. LFMCs are subject to comprehensive regulatory requirements including minimum base capital of S$250,000 (or S$1 million for retail-facing managers), ongoing compliance, risk management, and audit obligations. This licence is required for managers serving retail investors or managing assets above the thresholds applicable to RFMCs.
Read MoreRegistered Fund Management Company (RFMC)
An RFMC is a fund management company registered (rather than licensed) with MAS, permitted to manage assets for up to 30 qualified investors with total AUM not exceeding S$250 million. RFMCs benefit from a lighter regulatory framework compared to LFMCs, making this an accessible entry point for emerging GP teams setting up in Singapore while still being subject to MAS oversight and anti-money-laundering requirements.
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