18 August 2023
On 31 July 2023, the Monetary Authority of Singapore (“MAS”) launched a public consultation on a revised framework to strengthen surveillance and defence against money laundering risks in Singapore’s single family office (“SFO”) sector. The revised framework will introduce a harmonised class exemption for SFOs with specific requirements to ensure that all SFOs are subject to anti-money laundering controls. The consultation closes on 30 September 2023.
Class exemption and qualifying criteria
Currently, as SFOs do not manage third-party assets, they can either rely on existing class exemptions from licensing requirements under the Securities and Futures Act 2001 or apply to MAS for case-by-case exemptions.
In line with MAS’ policy intent not to subject entities that do not manage third-party assets to licensing requirements, MAS proposes to introduce a structure agnostic class exemption for SFOs, which will remove the need for case-by-case licensing exemptions.
To operate in Singapore under the proposed class exemption, the SFO must meet the following criteria:
(a) wholly owned (whether by directly or indirectly) by members of the same family;
(b) fund management must be conducted for or on behalf of:
(i) family members, including family trusts and corporations wholly owned by and for the sole benefit of the family;
(ii) charitable organisation(s) funded exclusively by the family,
save that it may also conduct fund management for or on behalf of key employees (which refer to the chief executive officer (“CEO”) and executive directors of the SFO);
(c) incorporation in Singapore; and
(d) establishes and maintains business relations with an MAS-regulated financial institution (“FI”) defined in the revised paragraph 5 of the Second Schedule to the Securities and Futures (Licensing and Conduct of Business) Regulations (“Specified FI”).
The SFO must obtain a legal opinion that it satisfies paragraphs (a) and (b) of the class exemption criteria, and will be required to confirm that it has obtained this in its notification to MAS. The SFO must also have at all times an employee who is resident in Singapore as the designated point of contact between the SFO and MAS.
MAS intends to define family members as lineal descendants of a common ancestor (living or deceased), including current and former spouses, adopted children and current and former stepchildren. Under this approach, the family is permitted to define family members by referring to the lineal kinship to a designated common ancestor, which should not be an extremely remote ancestor.
With the requirement for SFOs to be incorporated in Singapore and to establish and maintain business relations with at least one Specified FI, all SFOs operating in Singapore will thus be subject to beneficial ownership requirements for Singapore-incorporated companies under the Accounting and Corporate Regulatory Authority, and anti-money laundering and countering the financing of terrorism (“AML/CFT”) checks by MAS-regulated FIs. Collectively, these measures are aimed at ensuring adequate AML/CFT safeguards over SFOs operating in Singapore.
MAS does not intend to grant case-by-case exemptions to SFOs that do not meet the qualifying criteria.
Notification and annual reporting requirements
MAS proposes to impose notification and annual reporting requirements. SFOs that fail to comply will be considered to be in breach of the relevant Regulations.
Under the proposed framework, SFOs will be required to notify MAS and confirm their ability to comply with the qualifying criteria under the proposed class exemption, within seven days of commencement of their operations in Singapore. They should obtain a legal opinion supporting their qualification under paragraphs (a) and (b) of the class exemption criteria above.
SFOs will have to furnish the following information in their initial notification (“Notification Information”):
- key particulars of the SFO, specifically:
- name, UEN (unique entity number) and date of incorporation of the SFO;
- name, country and date of incorporation of the fund vehicle;
- name(s) of MAS-regulated FI(s) that the SFO has established and maintained business relations with;
- name of law firm that provided the legal opinion that the SFO qualifies under the class exemption criteria; and
- amount of assets to be managed by the SFO;
- a signed declaration by all the family members who own the SFO (“Ultimate Owners”), CEO and director(s) to MAS that:
- its Ultimate Owners are currently not the subject of any investigation by authorities, or the subject of any civil or criminal proceedings whether in Singapore or elsewhere;
- its Ultimate Owners, CEO and director(s) have never been convicted of a serious crime or been involved in money laundering/terrorism financing/proliferation financing; and
- it does not and will not engage in any activity with designated persons or entities (i.e. individuals or entities in the United Nations lists or any other list found on the MAS website under “Lists of Designated Individuals and Entities”), whether directly or indirectly; and
- a signed declaration by the Ultimate Owners, CEO and director(s) to MAS that it fulfils all the conditions to be exempted under the class licensing exemption criteria.
On an annual basis, MAS proposes that SFOs submit an annual return within 14 days after the end of each calendar year to report their (i) total assets under management, and (ii) name(s) of MAS-regulated FI(s) with whom the SFO has established and maintained business relations with as at the end of the calendar year.
MAS proposes to provide a transitional period of six months for existing SFOs operating in Singapore to comply with the proposed framework when it comes into effect. To continue to operate in Singapore, these SFOs would need to provide MAS with the Notification Information within six months from the effective date of the proposed framework. The existing licensing exemption that an SFO has been relying on would be withdrawn when the SFO files the notification to MAS, or at the end of the six-month period, whichever is earlier. SFOs that have filed a notification to MAS may continue operating in Singapore, without the need to obtain MAS’ acknowledgement.
Where an SFO has applied for tax incentive under section 13O or section 13U of the Income Tax Act 1947, and furnished a legal opinion to MAS as part of its application, the SFO will also be required to obtain a new legal opinion that the SFO qualifies under the proposed class exemption criteria.
The following materials are available on the MAS website www.mas.gov.sg: