An offer of securities in Singapore follows the Securities and Futures Act 2001. The articles collected here explain when a product is a capital markets product, when a token is not, prospectus requirements and exemptions, the licensing of intermediaries, approved exchanges and recognised market operators, and the MAS case examples. They also cover tokenised capital markets products under the 2025 Guide.
A company that raises capital in Singapore must first establish what it is offering. An offer of securities or of units in a collective investment scheme to persons in Singapore must be made with a prospectus registered by MAS unless an exemption applies.
The articles start from the digital asset cases, where this question is hardest, and explain the perimeter as it stood on 30 June 2026.
Dealing in capital markets products calls for a capital markets services licence or an exemption, and a venue needs approval or recognition from MAS.
Founders should settle classification before a term sheet goes out, because the answer decides the documents, the licences and the investors who may be approached.
Start with the securities perimeter, prospectus requirements and exemptions or tokenised capital markets products and the 2025 Guide.
The securities perimeter and why it comes second
The Securities and Futures Act 2001 (SFA) is the older and larger statute. Read more Singapore · RegulationCapital markets products
The SFA defines capital markets products in s. 2(1) as securities, units in a collective investment scheme, derivatives contracts, spot foreign exchange contracts for the purposes of leveraged… Read more Singapore · RegulationWhen a token is not a capital markets product
The Guide's case studies and the 2025 revision confirm that a token conferring only a right to use a service is outside the SFA, provided it carries no claim to profits, no debt and no pooled… Read more Singapore · RegulationProspectus requirements and exemptions
An offer of securities or of units in a CIS to persons in Singapore must be made with a prospectus registered by MAS unless an exemption applies. Read more Singapore · RegulationLicensing of intermediaries
The SFA regulates the intermediaries around a token as well as the offer. Read more Singapore · RegulationMarkets: approved exchanges and recognised market operators
A platform on which tokenised capital markets products are traded is operating an organised market. Read more Singapore · RegulationMAS case examples
The case studies in the Guide give the clearest view of MAS's reasoning. Several are summarised here in anonymised form, as they appear in the published document. Read more Singapore · RegulationTokenised capital markets products and the 2025 Guide
The 2025 Guide addresses the questions that the tokenisation of conventional securities raises and that the ICO-era Guide did not. Read more Singapore · RegulationComparison with Swiss prospectus and ledger-based securities law
Switzerland and Singapore reach similar outcomes on the perimeter by different roads. Read more Singapore · StructuringThe fund vehicle: L-QIF against VCC
A manager who wants to run pooled digital-asset capital from one or both hubs has to answer three questions in order. Where is the fund vehicle? Where is the manager licensed? Read more Singapore · StructuringOffering fund interests across the border
The vehicle in one hub will often be sold to investors in the other. A Singapore VCC offered to Swiss investors is a foreign collective investment scheme under Swiss law. Read more Singapore · StructuringManager licensing on both sides
A manager who runs an L-QIF or any other Swiss collective investment scheme is a manager of collective assets under the Financial Institutions Act and needs a FINMA licence, unless the de minimis… Read more Singapore · StructuringThe two combinations
A FINMA-authorised portfolio manager or manager of collective assets in Zug acts as investment adviser or delegated manager to a VCC managed by a licensed Singapore fund management company. Read more Singapore · StructuringCustody selection
A fund's custody decision follows its vehicle and its regulator. Read more Singapore · StructuringPrime brokerage, ETPs and the family-office fund
Prime brokerage for digital assets exists in both hubs in a thin form. Swiss banks offer margin lending against bitcoin and ether and settlement across venues. Read more