Investment Advisory Agreement Template for Singapore

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What is a Investment Advisory Agreement?

The Investment Advisory Agreement Template serves as a foundational document for establishing professional investment advisory relationships in Singapore. It is designed to meet the stringent regulatory requirements of the Monetary Authority of Singapore (MAS), incorporating necessary provisions for compliance with the Securities and Futures Act (SFA) and Financial Advisers Act (FAA). This agreement should be used when formalizing arrangements between licensed investment advisors and their clients, whether individual or institutional, and includes comprehensive coverage of service scope, fee structures, risk disclosures, compliance obligations, and fiduciary responsibilities.

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Reviewed by

Swetha Meenal

Legal Engineer, GenieAI

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A lawyer, legal researcher and legal tech founder, Swetha has built AI products deployed inside Tier 1 firms and enterprises. She ensures GenieAI's alignment with the latest regulation and executes testing on the legal robustness of Genie output.

Reviewed by

Imad Mohammed Nazar

Legal Engineer, GenieAI

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A Skadden-trained M&A lawyer, Imad advised on cross-border transactions and contractual risk before moving into legal AI. He reviews GenieAI's output for compliance and enforceability across our 150+ supported jurisdictions, as well as facilitating external benchmarking.

Jurisdiction

Singapore

Publisher

GenieAI

Sector

Business

Cost

Free to use

Last updated

About the Investment Advisory Agreement

An Investment Advisory Agreement is a crucial legal document that formalizes the professional relationship between licensed investment advisors and their clients in Singapore. This agreement establishes clear terms for investment advisory services while ensuring compliance with Singapore's comprehensive financial regulatory framework administered by the Monetary Authority of Singapore (MAS).

When do you need this document?

You need an Investment Advisory Agreement whenever you engage professional investment advisory services in Singapore. This applies whether you're an individual investor seeking portfolio management, a corporate entity requiring investment guidance, or an institutional client establishing ongoing advisory relationships. The agreement is mandatory for licensed investment advisors operating under MAS regulations and serves as the foundation for all advisory activities. It's particularly essential when discretionary portfolio management services are involved, as it defines the scope of authority granted to your advisor. High-net-worth individuals often require these agreements when establishing family office relationships or sophisticated investment strategies.

Key legal considerations

Several critical legal elements must be carefully addressed in your Investment Advisory Agreement. The service scope section should clearly define whether advisory services are discretionary or non-discretionary, as this determines the level of authority your advisor has over investment decisions. Fee structures must be transparent and compliant with MAS guidelines, including management fees, performance fees, and any additional charges. Risk disclosure requirements are particularly stringent in Singapore, and your agreement must include comprehensive warnings about investment risks and potential losses. Fiduciary duty clauses establish your advisor's obligation to act in your best interests, while conflict of interest provisions ensure proper disclosure of any situations where your advisor's interests might compete with yours. Data protection clauses are essential to comply with Singapore's Personal Data Protection Act (PDPA), governing how your personal and financial information is collected, stored, and used.

Legal requirements in Singapore

Singapore's regulatory framework imposes specific requirements on Investment Advisory Agreements that you must understand. Under the Securities and Futures Act (SFA), your investment advisor must hold appropriate licenses from MAS, and the agreement must reflect their licensed activities. The Financial Advisers Act (FAA) requires specific disclosures about advisor qualifications, potential conflicts of interest, and the nature of advisory services provided. Your agreement must include proper risk warnings as mandated by MAS guidelines, particularly for complex investment products or strategies. Custody arrangements must be clearly defined if your advisor has access to your assets, often involving third-party custodians regulated by MAS. The agreement should also address regulatory reporting requirements and how changes in MAS regulations will be handled. Additionally, Singapore's Companies Act may impose additional requirements if your advisor is a corporate entity, while cross-border investment activities may trigger additional compliance obligations under international agreements Singapore has with other jurisdictions.

GOVERNING LAW

Applicable law

This Investment Advisory Agreement is drafted to comply with Singapore law. Key legislation includes:

Securities and Futures Act (SFA): Primary legislation governing securities, futures, and financial advisory services in Singapore. Sets out licensing requirements, conduct standards, and regulatory framework for investment advisers.

Financial Advisers Act (FAA): Key legislation regulating financial advisory services, including requirements for licensing, conduct of business, and representative qualification requirements.

Companies Act: Fundamental legislation governing corporate entities in Singapore, relevant for corporate structure and governance requirements.

Personal Data Protection Act (PDPA): Legislation governing the collection, use, disclosure, and care of personal data, crucial for client information handling.

MAS Guidelines on Licensing: Regulatory guidelines specifying licensing requirements and business conduct standards for fund management companies and investment advisers.

MAS Guidelines on Fair Dealing: Guidelines establishing responsibilities of board and senior management in ensuring fair dealing with clients.

Notice on Technology Risk Management: MAS requirements for technology risk management and cybersecurity measures in financial institutions.

AML/CFT Requirements: Anti-Money Laundering and Counter-Terrorism Financing requirements including MAS Notice SFA04-N02 and related obligations.

Investment Products Regulations: MAS notices and guidelines on investment products, advisory services, and risk management practices.

Fee Disclosure Requirements: MAS guidelines and FAA requirements on transparency in fee structures and remuneration disclosure.

Contract Law Principles: Common law principles governing contract formation, interpretation, and enforcement in Singapore.

Fiduciary Duties: Legal obligations requiring investment advisers to act in the best interests of their clients, including duty of care and loyalty.

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