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The limited liability partnership

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An LLP under the Limited Liability Partnerships Act 2005 is a body corporate whose partners are not personally liable for its obligations beyond their contribution, taxed transparently so that each partner is assessed on their share of the income.1 It must have at least two partners and a manager who is ordinarily resident in Singapore.2 For a group of traders or advisers who want to pool capital without a corporate layer, and whose income will in any event be taxed at the individual level, the LLP is efficient. It is unsuitable for anything that requires a licence, because MAS licenses companies, and unsuitable as a holding vehicle because transparency passes every gain and loss through to the partners each year. The LLP has in my experience been used mainly by proprietary-trading teams in the 2020 to 2022 period and has largely given way to the Pte. Ltd. with a VCC for pooled capital.

Notes

  1. Limited Liability Partnerships Act 2005 (2020 Rev. Ed.), ss. 4 (separate legal personality), 8 (limited liability of partners) and 10 (tax transparency by reference to the Income Tax Act 1947, s. 36C). ↩
  2. Limited Liability Partnerships Act 2005, s. 23 (at least one manager ordinarily resident in Singapore). ↩

For general information only. This article does not constitute legal or tax advice, does not replace advice on an individual case and creates no lawyer-client relationship. It reflects the legal position as of October 2026.

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SingaporeIQ is edited by Dr Alexander Ressos, an international business lawyer with more than 15 years of local experience in Singapore as a permanent resident, a Singapore registered foreign lawyer and managing partner of a Singapore foreign law practice. In addition to significant experience in cross-border investments and transactions, UHNWI private client work and sanctions/export controls, Dr Ressos has extensive experience in cross-border business and in crypto and digital-asset projects in Singapore, drawn from more than 700 projects since 2017.

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