Blog Classic – Mohanadvisors

Country Business Reports interviews and articles by Discovery Reports

Natarajan & Swaminathan delivers quick, honest and efficient audit and advisory services

The firm leverages seven decades of expertise and a tech-driven approach to support Indian conglomerates eyeing Singapore’s market

Country Business Reports interviews and articles by Discovery Reports

Indian conglomerates and subsidiary firms in the software, financial, wealth and asset management sectors looking to establish a foothold in Singapore can rely on chartered accountants firm Natarajan & Swaminathan. Servicing the highest number of Indian companies in the Lion City, including Mustafa and the Modi Group of Companies, Natarajan & Swaminathan boasts seven decades of experience in the fields of advisory, assurance, financial due diligence, risk management, dispute resolution, tax and liquidation services. Today, the firm also works with associate and affiliate companies to provide business consulting, global tax advisory, back office processing, human resource, incorporation and immigration-related services.

“We get clients mostly through references,” said Rangarajan Narayanamohan, managing partner. “Our existing clients go back and recommend new clients to us. In our industry, time is of the essence, so we provide fast services, and we constantly update our offerings to deliver complete and satisfactory assistance to clients.”

With increasing demand from family offices, start-ups and variable capital companies, Natarajan & Swaminathan adopts a technology-driven approach, pouring significant investments in system and technology upgrades. It believes in lifelong learning as it encourages staff to keep updating their knowledge base by reading, researching and staying in touch with business and industry developments.

Natarajan & Swaminathan seeks to bolster its connections with similar advisory firms worldwide that wish to penetrate the Singapore market. The firm welcomes more affiliate partners in Hong Kong, Malaysia, Dubai and Britain who are in need of professional or business consultancy services, and who can provide references.

“We never think of anyone as our competitor,” Narayanamohan said. “We just focus on whatever job we get and execute it on time and professionally. Whether the client is big or small, we are responsible and accountable to deliver the client’s requirements quickly and efficiently.”

nsca.pro

Reference

GRANTS AND TAX BENEFITS FOR SMALL & MEDIUM ENTERPRISES (SMEs)

In order to make the locally grown SMEs to scale up and be globally competitive, enhanced tax deductions, cash payouts are made to be innovative, digitalize their operations and go beyond the shores of Singapore (internalize)
SMEs are defined as follows:

The firm or companies are registered and operating in Singapore. The annual turnover are less than S$100M, employ less than 200 staff and importantly local share holding of 30% in the company (Both Singapore Citizen & Permanent Residents)

ENTERPRISE FINANCE SCHEME

The Enterprise Financing Scheme (EFS) is a comprehensive tool to enable Singapore enterprises to access financing more readily across all stages of growth.

It covers seven areas to address enterprises’ financing needs: green loans, working capital loans, fixed asset loans, venture debt loans, trade loans, project loans, as well as Merger & Acquisition loans.

Various government financing schemes streamlined under one umbrella to support various stages of your business growth. Government risk sharing with participating finance institutions. The EFS aims to provide targeted financing instruments to better support Singapore SMEs throughout their various phases of growth.

ENERGY EFFICIENT GRANT

Energy Efficiency Grant (EEG) which provides funding for the implementation of pre-approved, energy-efficient machinery by SMEs in the food services, food manufacturing, and retail sectors. In Budget 2023, the EEG was extended by a year till March 31, 2024.

ENTERPRISE INNOVATION SCHEME – Companies here that invest in innovation, such as research and development (R&D), will be able to enjoy more tax deductions, as part of a new scheme to encourage businesses to press on with such efforts.

Smaller firms, which may pay little or no taxes, will also have an option to get a non-taxable cash payout under the Enterprise Innovation Scheme.

Currently, businesses enjoy tax deductions of up to 250 percent on four types of innovation-related activities. These tax deductions will be raised to 400 percent on each of these activities with a new activity added to the list. The five activities are :

R&D conducted in Singapore.
Registration of intellectual property (IP) including patents, trademarks and designs
Acquisition and licensing of IP rights
Innovation carried out with polytechnics and the Institute of Technical Education (ITE)
Training via courses approved by Skills Future Singapore which are aligned with to the Skills Framework.

The expenditure on each activity will be capped at $400,000, except for innovation carried out with polytechnics and ITE, which has an expenditure cap of $50,000.

This means that for a business which spent $1000 on R&D and another $1000 on registration of IP, it will be able to offset a total of $8000 from its taxable income.

Start-ups and small and medium-sized enterprises (SMEs) and other small businesses that have yet to turn profitable, and hence pay little or no tax, will stand to benefit from a new cash conversion scheme, given that they are unable to maximize the benefits from tax deductions.

These businesses can opt to convert 20 percent of their total qualifying expenditure across all five categories per year of assessment into a cash payout of up to $20,000. This means that up to $100,000 of qualifying expenditure will be defrayed. Applications of these cash payouts are to be submitted together with the filing of businesses’ income tax returns.

SMES COINVESTMENT SCHEME- Separately, efforts continue to help local enterprises scale up and be globally competitive. The Government has, for instance, been mobilizing investments into SMEs through Heliconia Capital.

Heliconia Capital is a subsidiary of Singapore’s investment company Temasek Holdings. It focuses on supporting and investing in growth-oriented small and medium-sized Singapore companies.

The double deduction for expenses incurred are taken from ENTERPRISE SINGAPORE and is stated below:

¹ When a company sends three of its employees to participate in an overseas trip (same objective and duration) DTDi will be granted up to two employees. The third employee can be considered for support on case-by-case basis if the employee meets with different customers in another city in the country or follow-up with potential customers.

² When a company sends three of its employees to participate in an overseas trip (same objective and duration) DTDi will be granted up to two employees. The third employee can be considered for support on case-by-case basis if the employee meets with different customers in another city in the country or follow-up with potential customers.

³ When a company sends 3 of its employees to participate in an overseas trade fair/mission, DTDi will be granted in respect of 2 employees. Expenses incurred by the company on the third employee will continue to enjoy a 100% tax deduction (provided they qualify for deduction under Section 14 of the Singapore Income Tax Act).

*Costs associated with free gifts, hiring of promoters, printing of T-shirts for promoters and conducting surveys are excluded.

** Airfare includes airport tax, fuel surcharge, airfare transaction fees and visa fees. It excludes GST/CESS/Carrier Surcharge/Bank Charges/Insurance Amendment Fees/Excess Baggage. Qualifying expenses on airfare, hotel accommodation & subsistence allowances (meals only) are based on an incurred basis. The support is up to a max of two company’s representative trip.

Please note that non-eligible expenses include out-of-pocket expenses, telecommunication cost, general software eg. Microsoft Word, GST, bank interest, souvenirs, cash incentive, sponsorships, freebies, food and beverages for staff, printing of business cards. The list is not exhaustive.

All costs incurred/recharged back to the Singapore business. EnterpriseSG will request for supporting documents (eg. quotation) for eligible expense items that are S$100,000 and above.

If a business is unable to fully utilize the cap of $150,000 for a YA, it cannot bring forward the unutilized part of the next YA.

FAMILY OFFICES

Note: Local investments refer to (i) equities, REITS or Business Trusts listed on Singapore-approved exchanges . (ii) qualifying debt securities, (iii) funds distributed by Singapore-licensed/registered fund managers or financial institutions, (iv) private equity investments into non-listed Singapore-based incorporated companies (eg. Start-ups) with operating business(es) in Singapore.

The recent requirements make SFO’s to –

Uplifting the standards of SFO in anticipation of upcoming demands and challenges.
Deepening and broadening of skillsets within SFOs.
Sufficient resources for sustainability and robust operations of SFOs.

Implications of recent regulatory developments – MAS (Application Criteria and Process for Family Offices (updated 01.12. 2022)

Can a fund invest in the UBO’s operating business?

Fund vehicles are not considered to be holding controlling stakes in related operating entities:

fund vehicle does not hold >25% of total outstanding shares of the operating business permanently.
UBO/family’s shares of the operating businesses do not take up >50% of the total AUM across all fund vehicles owned by the UBO
Fund vehicles, on average, meet AUM requirements after excluding shares of the family’s operating businesses, per fund vehicle.
The fund vehicle is not required to consolidate the results of the operating businesses in its accounts; and
The fund vehicle is not liable to any top-up tax imposed by any jurisdiction as a response to tax exemption enjoyed by the fund vehicle

Exchange of information is extending to CRYPTO – ASSETS

The OECD has recently released a public consultation on Crypto-Asset Reporting Framework and amendments to CRS

Amongst the proposals, the OECD is developing a new global tax transparency framework which provides for the automatic exchange of tax information on transactions in cyrpto-assets in a standardized manner

What does it entail?

The definition of cyrpto-asset holdings is wide, covering not only crypto-currencies but also NFTs
Once implemented, crypto-assets holdings would be subject to similar reporting obligations like CRS
Crypto-service providers are intermediaries would have to be mindful of additional reporting obligations
Crypto-service providers would also be require additional information from users.
Existing FIs that deal with crypto-assets may also have additional requirements to implement new reporting frameworks for crypto-assets reporting?

FAMILY OFFICE -DUE DILIGENCE

The authorities have access to greater amounts of data on financial assets and business assets with more effective technology and tools, leading to greater scrutiny by home country tax authority.
With data collection mechanisms in place, tax authorities are better equipped
Initiatives such as BEP 2.0 leverages off the data pools amassed from CRS and CbC reporting
Understand their “tax residency” position
Familiarize with reporting obligations (e.g., whether the reporting for FATCA and CRS is done via external financial institutions or through the family’s owns structures)
Have handle risks of complex structures
Proper structing of offshore investments or operations
Need to periodically review offshore structures
Where restructuring is required , seek legal and tax advice
Supporting documentation must be maintained for all offshore structures in anticipation of queries from authorities
Families with business assets and with shares in global MNEs should align CRS with Cbc reporting

Singapore-based SFOs : Entering a new era – MAS circular dated 19-09-2022

“Family refer to individuals who are lineal descendants from a single ancestor, as well as the spouses, ex-spouses, adopted children and stepchildren of these individuals

To be an exempt FMC that manages assets for or on behalf of the family(ies); and
Wholly owned or controlled by members of the same family(ies)

SFO also needs to issue annual statement to its investors (for 13D/O funds)

FAQs and Clarifications

Sub-delegation arrangements

Singapore-based FMC must:-

SINGAPORE’S VARIABLE CAPITAL COMPANY (VCC)

BACKGROUND NOTE
This is a presentation on Singapore’s Variable Capital Company(“VCC”) and is general in nature.
Singapore’s VCC is used as an “investment fund vehicle” for both, open ended and close ended fund structures.
VCC is a corporate entity which is established in Singapore under the Variable Capital Companies Act 2018 (“VCC Act”). It is an investment vehicle or investment entity with corporate identity, The approval for incorporating or registering a VCC is granted by the ACRA, upon the applicant meeting prescribed requirements under the VCC Act and regulations thereto.

VCC being as asset and investment holding entity, is used for investment management and wealth management activities. VCC is required to appoint a Singapore based licenced/registered Fund Management Company as its Manager.

It is established in Singapore by parties such as fund managers, private banks, wealth managers, ultra HNIs, Single Family Offices, Insurance Companies and Asset Allocators
On 15th January 2020 there were 20 VCCs in Singapore, which came through the VCC pilot programme. The number of VCCs as of 15 July 2021 is 330

WHAT IS A VCC?

1. As highlighted, “VCC” stands for Variable Capital Company.
2. VCC is a type of “company” to hold asset and investment for carrying out investment management and wealth management activities.
3. VCC has to be managed by a licenced manager or a registered manager or a manager who is exempted or approved by Monetary Authority of Singapore (MAS) from the requirements of holding fund management licence.
4. Tax incentives are available in Singapore for VCCs (example: Sec 13R, Sec 13X, Sec 13H)
5. VCC regime is an effort of Singapore Government to enable domiciliation of investment and asset holding entity in Singapore, through a corporate entity having variable capital structure.
6. Standalone VCC versus Umbrella VCC – will define the structure being a single fund entity or a multiple fund entity

2. WHY A VCC IS REQUIRED

3. ADVANTAGES AND BENEFITS OF ESTABLISHING A VCC

1. VCC is specifically created for wealth management and investment management activities.
2. It provides flexibility to issue and redeem its shares, with operational ease.
3. VCC can pay dividends out of capital, which gives flexibility to Fund Managers to meet such obligations.
4. VCC’s capital is flexible (unlike a private limited company having fixed capital)
• Management Shares carrying voting rights (no dividend rights); and
• Participating Shares carrying NO voting rights (redeemable, eligible for dividends, upon declaration and other economic benefits)
5. Provides continuity, since VCC is a corporate entity (unlike a non-corporate investment vehicle)
6. Tax/financial incentives are available, subject to meeting requirements (Sec 13R, Sec 13X, Sec 13H)
7. Confidentiality – VCC’s Constitution document, Annual filings, Register of Shareholders of a VCC is not available to public or 3rd parties.
8. VCC can obtain Certificate of Residence (COR) from IRAS, in its own name, unlike a unit trust fund.
9. VCC, if structured well, it can be used as a legal entity for inter-generation wealth transfer.

4. PRIMARY CONDITIONS AND CRITERIA IN SETTING UP A VCC

1) VCC has to be established in Singapore under the VCC Act and Regulations thereto.
2) Submission of prescribed application and requisite declarations are made to ACRA, for incorporation of the VCC
3) VCC’s capital will be variable in nature, resulting in paid capital equals NAV, at a given point in time.
4) Assets and Liabilities of each sub fund has to be segregated, accounted for separately, ring fenced and accounted for at fair value.
5) Mandatory appointment of Director(s), VCC Manager, Company Secretary and Auditor.
6) Necessary to appoint a fund administrator to perform fund accounting, NAV computation and as appropriate to carry out registrar and transfer agency services.
7) Custodian appointment becomes essential when the VCC is investing in listed, traded or quoted securities.
8) AML and CFT guidelines of MAS are applicable to VCC.
9) Appropriate governance framework should be created for the day-to-day operations of the VCC. (This is critical for both VCC Sponsor and VCC Manager)

5. PARTIES ASSOCIATED WITH A VCC

5b. PARTIES ASSOCIATED WITH A VCC

6.GENERAL POINTS FOR DISCUSSION

1. How to structure a VCC?
It depends on several parameters and is a case specific matter. Accordingly cost parameters will vary.
2. Timeline for VCC set up:
Step 1: Name approval
Step 2: Incorporation of VCC
Step 3: Registration of one or more sub-fund(s) of the VCC
3. NS Global Consultants Pte Ltd, Singapore, the consulting arm of Natarajan & Swaminathan Chartered Accountants of Singapore, will function as the Project Manager in Singapore for setting up VCC in Singapore

GLOBAL INVESTOR PROGRAMME

GLOBAL INVESTOR PROGRAMME – (GIP) TO OBTAIN PERMANENT RESIDENCE (PR) STATUS

The government is trying to drive money into local
Influx of wealth has pushed up property and car prices

(The central business district (CBD) of Singapore. Photographer: Lauryn Ishak/Bloomberg)

By Lulu Yilun Chen and Chanyaporn Chanjaroen
2 March 2023 at 1:35 pm SGT (Updated on2 March 2023 at 2:24 pm SGT)

Singapore is increasing the threshold for global investors seeking permanentresident status in an attempt to create more jobs and benefit locals due to an influx of wealth. Applicants will need at least S$10 million ($7.4 million) in a business or S$25 million in an approved fund, the Singapore Economic Development Board said in a statement Thursday. For those establishing family offices, at least S$50 million must be deployed and maintained in four government-designated investment categories.

That compares with a previous requirement of a S$2.5 million investment in a business entity, fund or Singapore-based single family office. The changes take effect from March 15. Singapore is tackling a perceived growing wealth gap brought on in part by the arrival of rich families from overseas. The country’s infrastructure and stability has attracted a growing number of ultra-wealthy individuals, contributing to a spike in costs for everything from luxury cars to golf club memberships and condominiums.

The government is fine-tuning its policies by encouraging more local jobs and investment in the city-state’s stock exchange and funds. It announced a tax hike on higher-value property and luxury cars in February. The investment program refinement will “encourage the growth of businesses and capital accumulated in Singapore,” Desmond Teo, EY Asean private tax leader said in a statement, adding that two winners will be the country’s asset management industry and companies that will receive funding.

Luring Talent
The Global Investor Programme was introduced in 2004 to attract the world’s wealthiest people and provides a route to permanent residency. About 200 permanent residencies were granted from 2020 to 2022. The design has also brought in at least S$5.5 billion in investments and created more than 24,000
jobs. About S$1.62 billion was injected into approved funds, of which 57% was invested in Singapore-based companies.

The city-state was expected to get around 2,800 high-net-worth individuals in 2022 alone, according to residence and citizenship planning provider Henley & Partners. The firm estimates that 249,800 residents there have a net worth of at least $1 million, making it the world’s fifth wealthiest city.

Here’s a breakdown of the pathways available:
Option A
• Invest at least S$10 million, inclusive of existing paid-up capital, in a new business entity or existing business operation in Singapore
• Hire at least 30 employees, at least half of whom must be Singapore citizens and 10 of whom must be new employees, to be eligible for the Re-entry Permit Renewal after the initial five-year period

Option B
• Applicants must invest S$25 million in a Global Investor Programme-select fund

Option C
• Requirement to establish a Singapore-based single family office with at least S$200 million in assets under management
• At least S$50 million must be deployed and maintained in these categories including companies listed on local exchanges, qualifying debt securities, funds distributed by approved Singapore-licensed managers; or private equity injection into non-listed, Singapore-based businesses.

(Updates with analyst comments throughout)
Courtesy : The Straitstimes – Singapore dated 03.03.2023

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