What is an SPV and is it right for me?
3 minute read
A Special-Purpose Vehicle, or SPV, is a separate legal entity, typically in the form of private limited company in Singapore, that is created for a specific, narrow purpose – usually for investment. This article gives you an introduction to SPVs and how they are typically used, and how to create one in Singapore.
SPVs in Singapore
In the past, SPVs were typically used only by financial institutions and those in the real estate industry. SPVs allowed a parent company to make highly leveraged or speculative investments via their SPV without endangering the entire company.
However, lately the SPV has gained popularity amongst startups and VCs at the funding stage. So how can startups benefit from SPVs?
A new way of equity financing
An increasingly popular method when it comes to financing is to use an SPV to help investors invest funds and receive equity when investing in the startup ecosystem.
With an SPV, investors band together as a syndicate to put a sum of money into an investment vehicle that then invests in an entity. That entity collects the pool of investors under one capitalization.
Benefits of using a SPV (from the startup side)
As the company on the receiving end of an SPV investment, having an SPV as an investment vehicle means that the company technically only needs to deal with one investor (ie the SPV company). This can prevent unnecessary influence from investors on day-to-day basis.
Moreover, startups can attract higher number of investors who are may be more risk averse, as the sum needed is much lower compared to typical funding session.
Benefits of using a SPV (from the investor side)
Creating an SPV allows companies or individuals to legally isolate the risks of an investment, and then share this risk with other investors. Many angel investors may also feel more comfortable with an SPV that is headed by a manager with experience in the field.
Certain types of assets can be hard and tedious to transfer. By creating a SPV that owns an entity’s assets, transferring assets can be done by selling it as a whole.
If the taxes on property sales are higher than that of the capital gain, a company may create an SPV that will own the properties for sale. It will allow them to sell the investment vehicle instead of the properties and pay tax on the capital gain instead of the property sales tax.
How do you create an SPV?
Legally, SPVs can be limited partnerships, limited liability companies, trusts or corporations. There are no special requirements to create an SPV in Singapore that differentiate it from incorporating any other company as it’s merely a vehicle- it all comes down to the intent of the shareholders about how they wish to use it.
With proper management and financing, SPVs can be a useful method to raise funds and mitigate risks. We can help you with incorporating a SPV in Singapore. Contact us and we will be more than happy to chat.