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Navigating Malaysia’s

Private Equity Space:


Challenges and Opportunities

This ICMR report is produced to encourage the exchange of ideas and knowledge-sharing
on the issues highlighted in the report, and to facilitate interaction among market
participants, policy makers and academics. The views expressed are ICMR’s own and not
of any of the institutions which ICMR is affiliated to.

This paper was prepared by Cheam Tat Hong. The author would like to thank Mr. Yohei
Kitano for reviewing this paper.* The author would like to acknowledge the contribution
of the management and Board of Directors of ICMR in providing input and valuable
comments. All views and errors remain the authors’ own.

ICMR welcomes and encourages any questions or suggestions. Please address your
comments to Cheam Tat Hong at icmrall@icmr.my.

*Mr. Yohei Kitano is a Senior Analyst at Nomura Institute of Capital Markets Research
(NICMR) in Singapore. His profile is available under ‘Contributors’.

December 2021

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Contents
About this report ..................................................................................................................................... 4
Executive summary ................................................................................................................................. 5
Global private equity had a strong finish to the decade .......................................................................... 8
Private equity weighting in ESG investing ...................................................................................... 11
Secondaries options in times of illiquidity ..................................................................................... 13
Private equity reassessing their exit strategies .............................................................................. 14
Private Equity in Asia ............................................................................................................................. 16
The Future of Private Equity: Opportunities for Malaysia ..................................................................... 20
1 Need for diversity in private equity strategy ......................................................................... 22
2 Need to overcome concentration of deals ............................................................................ 23
i. Delivering on sustainability goals ...................................................................................... 25
ii. Expanding Malaysia’s Halal industry ................................................................................. 27
Moving Forward: Achieving diversity in private equity to drive recovery ............................................. 29
1 Increase tailored development effort for emerging businesses ............................................ 29
2 Policy to catalyse the expansion of PE funds in niche sectors ............................................... 31
3 Broaden investor base through private equity trusts ............................................................ 33
4 Facilitate PE long-term fundraising through debt capital market.......................................... 35
5 Harmonise regulatory framework across global practices .................................................... 37
Conclusion ............................................................................................................................................. 39
Contributors .......................................................................................................................................... 40
Appendix ............................................................................................................................................... 41
References............................................................................................................................................. 43

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About this report
Alternative investments have moved from
the periphery of the global investment
landscape into the mainstream. In just a
decade, global alternative investments’
assets under management (AUM) grew from
US$2.7 trillion in 2010 to over US$8.0 trillion
of the global market in 2020.

’Alternative investment’, an all-


encompassing term that generally refers to
investment categories such as hedge funds,
private equity, venture capital, private
credit, real estate, infrastructure and natural
resources funds, have moved from the
periphery of the global investment
mixed methods of analysis on data covering
landscape into the mainstream. These
a 10-year period from 2010 – 2020. Data on
diverse categories each have their own
alternatives was obtained from Preqin, a
unique characteristics and features, as well
data provider that has the most
as risk and return objectives.
comprehensive private capital and hedge
fund datasets and tools. Other sources were
The scope of this report focuses specifically
on the development of the Malaysian private obtained from various press releases, third-
party reports and websites, Malaysia Health
equity (PE) industry. It refers to a broad
spectrum of private investment funds such Tourism Council (MHTC) and World Bank.
as hybrid, growth, buyouts, secondaries,
This was complemented by engagements
turnaround, and private investment in public
with the regulator, Securities Commission
equity (PIPES) funds specifically. It excludes
and a broad range of PE practitioners
all general venture capital (VC), seed- and
including Khazanah, Bintang Capital, COPE
early-stage funds. ICMR in its previous
Private Equity as well as previous discussions
report ‘Catalysing the Growth of the Venture
with Ekuinas, Creador and Navis to develop a
Capital Industry’ (2019) had already covered
better understanding of the changing
the developmental priorities for the
environment and attain deeper insights. The
Malaysian venture capital industry.
report has also undergone an external peer-
In preparing this report, ICMR conducted review process.
secondary market research and applied

4
Executive summary
The global private equity (PE) industry is 8% between 2010 and 2020. Aggregate
poised for growth as it continues to play a capital raised for Asia‐focused funds stood at
critical role in economic recovery. Private US$99.1 billion in 2020 compared to
equity firms are essential for the growth of US$46.5 billion in 2010. Despite this
private businesses and the entrepreneurial significant growth, navigating Asia’s private
ecosystem. The private equity industry has capital markets remains a complex endeavour.
grown to more than US$4.3 trillion propelled
Our analysis found that ASEAN is also a
by increasing investor appetite for
major beneficiary of the large pool of global
uncorrelated higher yielding assets during
private capitals flowing into Asia in addition
this period of low interest rate. By end 2020,
to China and India. However, ASEAN markets
the industry has accumulated almost US$1.5
still lack the depth and liquidity of the more
trillion of dry powder — money committed
advanced markets. At present, there is still
to funds by investors but not yet deployed.
an absence of single-country funds managed
The growth in the global PE industry is
by established and emerging fund managers
expected to continue to reach over US$9.0
with the exception of Indonesia. This is due
trillion by 2025, delivering an annual
to the smaller size of each individual country
compound growth rate of up to 15.6%.
within ASEAN as well as the differences in
As more investors increasingly turn their focus levels of economic development.
to more environmental, social and governance
Similarly for Malaysia, the private equity
(ESG)-linked considerations, the global PE
market has also attracted the interest of
industry has also seen a fundamental shift in
international capital with larger deals such
its approach. In 2020, US$1.5 trillion was
as Columbia Asia Hospital and Nirvana Asia
committed by global investors in ESG-
being executed over the past five years.
focused PE funds, growing two times more
However, the PE market size is relatively
than in 2010. In addition to purpose, greater
small compared with some of its regional
emphases are also being placed on
peers. Assets under management (AUM) has
transparency. This is being driven by a
been growing at a sluggish pace of 4.3%
combination of things: demand from limited
annually from US$3.7 billion in 2010 to
partners (LPs), the dynamics of origination
US$4.9 billion in December 2020 compared
and regulatory developments.
to some advance countries that recorded
The Asia private equity market has emerged growth of over 10% over the same period.
over the last decade as a market of Malaysia, as with other ASEAN countries,
increasing interest to international investors. presents its own unique set of challenges for
Asia has fast become an important the private equity industry. The majority of
destination for international capital as a businesses are state-owned and family-
result of ongoing liberalisation efforts, owned and there are a handful of first-timer
continuing rapid economic growth and entrepreneurs with the absence of
increasing globalisation. Larger funds are successful track records. The other key
now being raised with the emergence of challenge is exiting potential investments via
more well-established fund managers with public listing.
track record. Capital raised in the Asia region
grew at a compound annual rate of close to

5
On one hand, there is a concentration of the Moving forward, policy makers could
types of private funds in Malaysia. The strengthen the commercialisation process
majority of private capital are growth funds. for businesses that need to establish a track
Buyout funds (which are funds that take up record before expanding beyond the
majority shares of an investee company domestic market through public
compared to growth funds that take only procurement. Given the higher risk-profile of
minimal ownership) are largely absent from some of these businesses, Malaysia could
the ecosystem. There is ample room for the leverage greater symbiotic relationships
PE industry to grow as more private between entrepreneurial firms and
companies, or distressed assets, need established companies especially given
financing particularly those that have been Malaysia’s unique GLC and GLIC ecosystem
impacted by the recent pandemic outbreak. with developmental mandates to pursue
On the other hand, there is also a catalytic investments.
concentration of deals in a particular
business vertical, namely the consumer Policy to catalyse the expansion of PE funds
discretionary sector. Compared to the in niche sectors. It is important to expand
advanced markets, private equity deals are the existing pool of private equity general
evenly distributed across different business practitioners. This could be addressed in two
verticals such as healthcare, financial ways. One is by attracting more funds
services, agricultural, consumer through matching funds like the recent Dana
discretionary etc. Private equity Penjana Kapital. Alternatively, policy makers
development in Malaysia could encourage could introduce private equity tax incentives
investments in areas that will help to to supplement existing initiatives. For a
address some of the pressing issues brought start, this could target specific areas such as
about by the recent pandemic outbreak such medical tourism, agricultural tech, and Halal
as strengthening the nation’s food security industry.
and healthcare system as well as areas that Broaden investor base through private
we have a competitive advantage in, such as equity trusts. Globally, there is a broad push
the Halal industry. towards democratising the PE industry
Our recommendations focus on particularly to the general masses. For
strengthening the overall private equity example, the US has allowed 401K and other
ecosystem from both the demand and individual retirement plans to diversify its
supply side, as well as enhancing the exposure to alternative asset classes such as
relevant supportive frameworks for private private equity. This coupled with the
funds intermediation: liberalisation of accredited investors
qualification by the US Securities Exchange
Increase tailored development efforts for Commission is intended to allow greater
small businesses. In response to the participation into this growing asset class.
challenges faced by businesses and Similarly, Malaysian PE could be
entrepreneurs, various accelerators and democratised to retail investors with the aim
funding programmes were created by of allowing the general investing public to
agencies like SME Corp, Malaysia Digital enjoy the potential outsized and
Economy Corporation (MDEC), MaGIC and uncorrelated returns that the asset class has
Cradle Fund to help enhance their to offer. This could be achieved through
competitiveness, deepen the pool of skilled some form of pool investment vehicle such
labour and professionals, as well as to as private equity investment trusts.
facilitate the commercialisation process.

6
Facilitate PE long-term fundraising through tap its well-developed debt capital market
debt capital market. Policymakers have by providing incentives to alleviate some of
recently considered opening private equity the costs in bond issuance.
to the broader group of investors through
the debt capital market. In Singapore for Harmonise regulatory framework across
example, retail investors have had the global practices. Fund structure is of utmost
opportunity to invest in bonds backed by importance to both private equity general
cash flows from private equity vehicles. partners and limited partners. The Limited
Unlike corporate bonds, PE bonds are asset Partnership structure is preferred for private
backed securities that derive cash flows used equity funds globally due to the familiarity of
to fund their interest and principal investors with this structure. It is essential
repayments from a pool of PE funds or for Malaysia to enact an LP structure which
assets. To date, total proceeds raised by is currently largely absent here. As global
private equity GPs in Singapore have private equity funds with a focus on Asia will
reached over US$2.1 billion with 32% increasingly look towards redomiciling their
(US$583 million) of the proceeds being funds, this could translate into an
raised from the general masses. Moving opportunity for the country to capture a
forward, policy makers could consider share of this global flow of funds.
encouraging the private equity industry to

7
Global private equity had a strong
finish to the decade
The global private equity market has grown trillion by 2025, delivering an annual
significantly over the last decade. Increasing compound growth rate of up to 15.6%.
investor allocations, the outperformance of Growth is expected across all regions with
private firms versus public companies as well Asia envisioned to be a huge driver1. The
as market appreciation have seen global growth is projected to be fuelled by the
private equity assets reach over US$4.3 combination of easily available debt and
trillion in 2020, up from US$1.8 trillion just a solid industry returns, as well as the built‐in
decade ago in 2010 (Exhibit 1). Assets under incentives that encourage fund managers to
management (AUM) growth is compounding raise ever larger funds. It is fair to say that a
at an annual rate of 9% since end-2010. significant shift is underway, where the
industry is slowly emerging as a mainstream
According to Preqin’s latest report, the asset class— one that is bound to affect
industry’s AUM is expected to continue its many areas of the economy.
upward trajectory to reach over US$9.0

Exhibit 1: Growing global private equity assets under management (ex-VC)


US$ billion
Dry powder Unrealised value

2795.1
2640.9
2132.5
1910.2
1669.9
1538.1 1550.8 1592
1234.9 1430
1123.3

1387.2 1485.7
1107 1271.3
678.4 729.2 730.4 777.4 866.8
639.4 631.8

2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020

Source: Preqin
Note: Calculations exclude venture capital specific funds

1 Preqin, The Future of Alternatives 2025.

8
Globally, large institutional investors such as even benefited the wider financial services
provident funds, university endowments, industry through its ancillary services3.
sovereign wealth funds and insurance
companies, have for the most part adopted Over the last decade, global private equity
private equity as a significant component of benefitted from a liquidity surge of a
their portfolio. To date, over 8,400 institutions magnitude never seen before. According to
across the globe, ranging from small private Preqin, the amount raised by private equity
wealth managers to massive sovereign wealth firms worldwide increased from US$154.3
funds, invest in private equity2. The asset class billion in 2000 to a peak of $627.9 billion in
provides long-term diversification benefits 2019 before moderating to US$518.2 billion in
from the perspective of risks and returns, as 2020. This translates to a compound growth
well as the ability to offer outsized returns and rate exceeding 13% per annum. Funds were
escape market volatility. And as the challenge not the only entities growing in size; so were
to generate alpha in diversified portfolios the deals. Global PE deals totalled over
grows, this asset class will likely become more US$450 billion in value across 2020, a 122%
mainstream for institutional funds globally. percent rise from US$202 billion in 2010.
Throughout the decade, buyouts of multiple
Large sectors of the economy are also directly billion-dollar valuation were engineered. Six of
benefiting from the rise of private equity. The the 10 largest buyouts ever executed took
industry, with over 12,000 active private place between 2017 and 2020, as Exhibit 2
equity firms globally, employs more than shows.
100,000 people around the world, and has

Exhibit 2: Private equity buyout deals hitting new record (in US$ billions)

Source: Preqin

As the industry rapidly moves into the investors alongside primary funds directly
mainstream market, from being classified as an into portfolio companies have also become
“alternative” asset class, the marketplace is more widespread. Funds are also becoming
also maturing with more complex and focused more specialised, with an increasingly large
strategies being adopted (Exhibit 3). range of vehicles focused on specific
Historically, capital flowed to primary funds investment stages such as turnarounds, on
that in turn took equity share in companies. strategies such as secondaries, on
Over time, the industry has witnessed the geographies such as Asia or ASEAN, and on
emergence of funds‐of‐funds and industry verticals such as energy or
secondaries structured as primary funds biotechnology.
themselves. Co‐investments by strategic

2 Preqin 3 Data sourced from Preqin and excludes venture capital.

9
Exhibit 3: Breath of global private equity strategy
Percentage of total Assets Under Management (%), as at March 2021
Buyout Fund of Funds Growth
Co-Investment Secondaries Balanced
Co-Investment Multi-Manager Direct Secondaries Turnaround

1.4%

2.6%
North America 56.1% 10.5% 14.9% 7.1% 6.4%

0.5% 1.3%

1.3%
Europe 65.7% 11.8% 8.4% 9.9%

0.1%
1.5%
0.8%
Asia 23.7% 35.1% 36.9%
1.0%
0.6%
2.3%
3.9%
RoW 36.4% 14.8% 36.4% 4.2%

Source: Preqin, ICMR internal calculations


Note: Calculations exclude venture capital and early stage funds, expansion/late-stage included under Growth
strategy.

10
Private equity weighting in ESG investing

In recent years, there has been a trend in the times more than in 2010 (Exhibit 4). A survey
asset management industry moving towards conducted by PWC in 2021 finds that 65% of
sustainable and environmentally friendly the 209 respondents, including 198 private
investments, and private equity is no exception. equity practitioners, have developed a
Limited partners in PE funds have become responsible investing or ESG policy and the
increasingly prominent in bringing forward the tools to implement it4. In addition to corporate
desire to invest in funds with social and governance, other issues such as net zero,
environmental objectives. For instance, in climate risk, biodiversity and emerging
2020, US$1.5 trillion was committed by global technologies are fast becoming business-
investors in ESG-focused PE funds, growing two defining.

Exhibit 4: Private equity increases its commitment to ESG


Dry powder (US$ bn) Unrealised value (US$ bn)

978.8
920.1

729.8
708.8
643.8 635.2 637.0
624.6
493.1 513.4 615.9

581.9
453.9 501.8
385.4
277.6 246.7 281.2 282.0 303.3 314.1
227.4

2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020

Source: Preqin

And even in these unprecedented times, While the technology sector has been a
Asia’s commitments toward sustainable consistent sweet spot for growth in private
investing continued to grow in 2020 with equity in Asia, the recent pandemic outbreak
total AUM hitting a record high of US$211.3 has hastened healthcare deals with digital
billion compared to US$58.5 billion a decade health services predicted to see continued
before. To date, Asia comprises 14% of the growth both in the short and long term 5.
global ESG committed PE funds (Exhibit 5).

4https://www.pwc.com/gx/en/private-equity/private- 5https://www.bain.com/insights/asia-pacific-global-
equity-survey/pwc-pe-survey-2021.pdf healthcare-private-equity-and-ma-report-2021/

11
Exhibit 5: Interest in ESG investing grows in Asia
Rest of World Asia Europe US

100%

80%
47% 47% 45% 46% 46% 46% 47% 46% 46% 46%
51%

60%

40%
38% 37% 37% 37% 36% 37% 36% 36%
38% 38%
37%

20%

9% 9% 11% 11% 11% 11% 12% 13% 13% 14%


8%
5% 6% 6% 6% 6% 6% 6% 5% 5% 5% 4%
0%
2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020

Source: Preqin

The social impact of the Covid-19 pandemic encourage the fund to consider ESG
has intensified the industry’s awareness of objectives when sourcing investments. The
ESG principles. Many investors and Institutional Limited Partners Association has
policymakers are drawing parallels between further recognised the importance of
the unforeseen risks of the pandemic and focusing on sustainable investments by
issues such as food security, healthcare, releasing a guiding principle in 2019 that aims
climate change, and further calls for to foster transparency and alignment of
attention to align ESG related issues with interests between general and limited
traditional financial metrics when evaluating partners on ESG related matters7.
investment risks. Temasek and German
pharmaceutical major Bayer, for example, in ESG investing is no longer a bespoke niche in
2020 had committed a 50-50 joint venture to the private equity market. With more and
develop and market seeds for vertical farming more institutional investors such as pension
both in Singapore and California 6. The and sovereign wealth funds taking the ESG
partnership is envisioned to increase the policies of the funds they invest in into
volume of food production in Singapore and consideration, it seems likely that more
explore potential development of new private equity funds will emphasise ESG
varieties of crops through plant-based investment policies moving forward. We
genetic modifications. expect that this area will be one of further
interest to PE funds in the Asia market, such
In addition, this trend is now evident in many that we will see more financing facilities
limited partnership agreements through tailored to meet certain ESG criteria with
various provisions that either require or respect to how proceeds are used.

6https://media.bayer.com/baynews/baynews.nsf/ID/Bayer- 7https://ilpa.org/wp-content/uploads/2019/06/ILPA-
Temasek-unveil-innovative-company-focused-developing- Principles-3.0_2019.pdf
breakthroughs-vertical-farming

12
Secondaries options in times of illiquidity

The private equity secondaries market has billion in 20208 (Exhibit 6). The market has
grown in line with the global PE industry. received increasing attention by a wide range
‘Secondaries market’ refers to the acquisition of institutional investors and traditional asset
and sale of existing stakes in PE investments, managers such as BlackRock 9, JP Morgan 10
either limited partners’ single interest or and Citi Group etc. While activity in Asia pales
portfolio of interests. Secondaries offer in comparison to the more advanced markets
owners of PE a way out of an otherwise in the US and Europe, private equity
illiquid investment, as well as flexibility in participants in the region are increasingly
managing a portfolio. exploiting the secondaries market for new
opportunities and liquidity solutions. In 2020,
Fundraising in global private equity Asia-Pacific-focused secondaries funds raised
secondaries market continues its growth a total of US$1.8 billion, up from US$40
from US$13.2 billion in 2010 to US$83.0 million raised in 2010 11.

Exhibit 6: Rising global PE Secondaries market


No. of Funds Aggregate Capital Raised (US$ bn)
83.03

45.24

30.88 31.6
24.4 24.37 25.66
21.53 22.14
13.22 11.83

35 38 42 47 52 26 57 66 59 38 58

2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020
Source: Preqin

Secondaries investments too are making funds. Traditionally, secondaries were very
inroads to becoming mainstream. Global much focused on LP interests. To date, the
transaction volumes have continued to grow secondaries market is being used by general
from US$25 billion in 2012 to US$88 billion partners to rebalance their portfolios and
in 2019 before declining to US$60 billion in provide liquidity to their limited partners.
2020. Despite a slight setback from the The advent of this market has enabled
record volume in 2019, the market overall investee companies to benefit from a PE
presents an upward trajectory as it fund’s continued ownership of it, while
continues to expand year after year 12. One providing an exit to any of its investors and
of the most significant recent developments allowing any LPs who still wish to remain
is the increase in transactions led by the exposed the ability to do so.
general partners (GPs) of private equity

8 Preqin & ICMR internal calculations. Data represents funds 12https://www.greenhill.com/en/content/greenhill%E2%80%

raised for secondaries and direct secondaries. 99s-secondary-market-analysis-shows-strong-rebound-


9 https://www.wsj.com/articles/blackrock-raises-3-billion- transaction-volume-and-
for-first-dedicated-secondary-strategy-11617184800 pricing#:~:text=%E2%80%9CWhile%20transaction%20volum
10 https://www.pehub.com/jp-morgan-enters-us- e%20dropped%20to,period%20in%202019%2C%E2%80%9D
secondaries-market-fund-with-1-billion-fund/ %20commented%20Bernhard
11 Preqin & ICMR internal calculations. Data represents funds

raised for secondaries and direct secondaries.

13
Private equity reassessing their exit strategies

Exiting illiquid investments could prove that they would retain their investment
challenging. On a global basis, trade sales holdings for another year 14.
represent the most common exit strategy,
The result of the survey illustrates that the
followed by sales to other general partners
pandemic has driven considerable value in
(e.g. secondary buyouts), and to a lesser
some areas of the economy such as
extent by IPOs and restructurings, as shown
healthcare, e-commerce and technology
in Exhibit 7. Private equity exits have been
enablement for instance, that warrants re-
adversely affected by the global pandemic
investments and delayed exit plans. While
outbreak. Recent research suggests that in
the survey represents cross-sector figures in
May 2020, with the world economy in
general, the hiatus in private equity exit
lockdown, exits declined almost 70% year-
activity is even more pronounced for harder-
on-year13. Meanwhile, more than 80% of
hit areas, such as hospitality, bricks-and-
private equity managers responding to a
mortar retail and commercial real estate.
survey organised by Investec in 2020 said

Exhibit 7: Private equity refining exit strategies during Covid-19


% of total deals
Trade Sale Sale to GP Restructuring & Merger Private Placement IPO

17% 16% 17% 15% 14%


18% 20% 18% 19% 19%
23%
10% 10%
11% 12%
14% 12% 13% 11%
4% 4% 13%
5% 17% 4% 14%
2% 4% 7% 7%
4% 22% 5% 11%
19% 27%
27% 19% 26% 17%
24%
21% 20% 19%

46% 49% 49%


41% 42% 45% 44%
37% 37% 38% 39%

2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020
Source: Preqin and ICMR internal calculations

In reality, IPOs exits are relatively rare events, Companies (SPACs) in the last few years as an
and account for only 19% of global private alternative tool for Unicorns to list on the
equity exits in 2020. Despite the growing public stock exchange, trade sales still
popularity of Special Purpose Acquisition represent the preferred exit mechanism for

13https://www.mckinsey.com/industries/private-equity-and- 14 10th Annual GP rends 2020, Investecc.


principal-investors/our-insights/preparing-for-private-
equity-exits-in-the-covid-19-era

14
private equity managers, accounting for 39% 47% of private equity exits, followed by trade
of global PE exits in 2020. The growth of sale (24%), private placement (15%) and sale
private capital in advanced markets have to GPs (13%)15. The high number of IPOs are
significant ramifications for the capital driven mainly by emerging markets’ attempts
markets, particularly in relation to the to improve exit environment through a series
attractiveness of traditional public listing as a of market-wide reforms. In China and Hong
tool for fund raising. Kong, for example, alternative listing avenues
have been established and listing regimes have
Contrastingly, the numbers in Asia are slightly
been modernised to facilitate greater risk
different when it comes to exit mechanisms
capital intermediation.
for private equity. In 2020, IPOs account for

15 Preqin and ICMR internal calculations.

15
Private Equity in Asia
Private equity in Asia bears little resemblance economic uncertainty, the number of active
to its counterparts in the more developed investors in the industry continued to climb,
countries especially in the way that Asia’s PE rising from 2,915 investors in 2015 to over
industry benefits from a highly supportive 4,100 investors in 2020 16. As of December
government-led ecosystem. This includes, but 2020, North American investors account for
is not limited to, enabling government 68.2% of the total investor pool, while the
developmental policies, confidence-inducing rest came from Europe (19.4%), Asia (7.4%)
legal frameworks that govern the conduct of and to a lesser extent from investors
general partners and protect investors, as elsewhere (5.0%) as shown in Exhibit 8.
well as allocation of incentives that offer PE While the pool of Asia’s private equity
affordable access to diverse sources of investors had only witnessed marginal
capital. increment over the last five years, the
average allocation to PE investments by Asia
As the global private equity industry evolves investors however has increased significantly
and matures, the sources of funds and their to exceed 15% in 2020 compared to 8.7% in
destinations have become more diverse. 2015 (Exhibit 9).
Despite the Covid-19 lockdowns and ongoing

Source: Preqin
Note: ICMR internal calculations and exclude venture capital asset class.

In terms of fundraising, the capital raised in 100% compared to US$105 million in 2010.
the Asia region grew at a compound annual Private equity, however, is still seen as a
rate of close to 8% between 2010 and 2020. relatively nascent industry in developing Asia
Aggregate capital raised for Asia‐focused funds compared to the US and Europe. It is still
stood at US$99.1 billion in 2020 compared to generally perceived as lacking depth, offering
US$46.5 billion in 2010 (Exhibit 10). While the fewer buyout opportunities and limited exit
number of new funds has decreased options. However, the rapid economic growth
substantially over the past three years, the offered by the region had made it a tantalising
average funds raised has increased to US$212 prospect for global private equity investors.
million in 2020, representing upticks of around

16 Preqin

16
Exhibit 10: Rising PE fundrasing in Asia over the last decade
Capital Raised (US$ billion) No. of Funds
1,624
1,521
1,336
1,065

592 708 652


520
443 467
551
255.4 247.3 227.8
119.7 152.1 168.4
46.5 77.6 59.4 61.2 99.1

2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020
Source: Preqin
Note: Calculations exclude venture capital specific funds

In 2007, KKR raised a US$3.9 billion fund for Private equity funds are being deployed on a
investment in Asia, trumping the US$3.8 more global basis, with more and more funds
billion fund raised by TPG for the region. The focusing outside of North America. While
fund was marked as the largest fund ever North America still accounts as the major
raised for Asia investments at that point in region of focus (54%) for private equity
time. As of mid‐2014, the industry witnessed investments, Asia's private equity activities
the emergence of new players with a have also continued to advance over the last
particular country-specific focus on China, decade; rising from 9% in 2010 to 17% in
South Korea, and Japan. Over the last decade, 2020 (Exhibit 11). Investment activities in Asia
many funds have become prominent players rose three-fold to reach US$76.5 billion in
in Asia’s private equity space with 2020 compared to US$23.2 billion at the start
increasingly larger amounts of capital of the decade. China led dealmaking activity
continue to be raised. Today, a group of fast- in the region, contributing more than 2.5
growing private investment funds such as times the deal value of India, which ranked
Baring Private Equity Asia, Boyu Capital and second in deal value. Government-guidance
Primavera Capital have launched what are or -affiliated funds, which are government-
expected to be the largest-ever US dollar backed, continued to play a significant role
funds—amounting to over US$6 billion facilitating domestic deals. There is also
respectively—that focuses more widely on evidence that the industry is becoming not
Asia17,18. Taken together, Asia accounted for only more global but also more globalized
about 15% of global funds raised and 17% of over the last two decades. In a study
funds invested in 2020. published in 2008, Aizenman and Kendall
found that the proportion of deals which are
funded with some cross‐border participation
has dramatically increased over time 19.

17 https://www.bpeasia.com/news/baring-private-equity- 19

asia-fund-vii-raises-us6-5-billion-at-hard-cap/ https://www.nber.org/system/files/working_papers/w14344
18 https://www.reuters.com/article/us-boyu-capital- /w14344.pdf
fundraising-exclusive-idUSKBN2AO0KK

17
Exhibit 11: Investors doubling down on Asia PE investments
Percentage (%) of total deals
N. America Europe Asia ROW
100% 4% 4% 3% 5% 4% 3%
6% 9% 6% 5% 5%
9% 10% 10% 11% 11% 9% 14%
10% 14% 20% 17%
80%
26% 25% 29%
33% 26% 28%
30% 29% 26%
34% 28%
60%

40%

58% 61% 60% 56% 57%


52% 51% 49% 53% 54%
47%
20%

0%
2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020
Source: Preqin, ICMR internal calculations

Asia’s dynamic private equity industry has among East & Southeast Asia and Greater
continued to grow, in spite of challenging China, accounting for 38.6% and 35.1% of the
macroeconomic conditions. Within Asia, region’s total deals in 2020. (Exhibit 12).
private equity investments were concentrated

Exhibit 12: Distribution of PE deals within Asia Region

Source: Preqin, ICMR internal calculations

Capital was concentrated among established terms of value and number of deals, the
GPs, underscoring an overall ongoing flight market is relatively nascent compared to the
to quality. Six out of the ten largest ASEAN- developed markets and are generally not
focused private equity funds closed in the sizeable to support any country-focused
last decade had successfully raised over funds thus far. Most general partners are
US$29 billion20. Growth and buyout are the regional players, though there are a few
main strategies for this region. Despite the exceptions for Indonesia.
improvements in deals for ASEAN, both in

20Examples of global PE funds with ASEAN focused includes Warburg Pincus China-Southeast Asia II; RRJ Capital Master
Baring Asia Private Equity Fund; Affinity Asia Pacific Fund; Fund III etc.

18
Over the last decade, policy makers in Asia expenses paid to Singapore-based service
(including parts of ASEAN) have made providers for a period of up to three years.
substantial efforts to enhance its private The grant is capped at S$150,000 for each
equity regimes in order to ensure that the application, with a maximum of three VCCs
region becomes more attractive as a centre per fund manager.
for private funds and their managers. From
the launch and subsequent expansion of Some of these new regimes provide a widely
China’s Qualified Domestic Limited drawn list of safe harbour activities for
Partnership (QDLP) in 2012, through limited partners which will not cause it to be
enactment of the Hong Kong Limited regarded as taking part in the management
Partnership Fund Ordinance, to the of the funds that would otherwise incur joint
establishment of Singapore’s Variable or several liability with the general partner.
Capital Companies (VCC) in 2020, these This, coupled with the establishment of
regimes were pushed ahead to create a local OECD’s Base Erosion and Profit Shifting
user friendly and attractive regime for (BEPS) framework 23 and codification of
private funds. Various incentives were also economic substance doctrine 24 coming into
followed through to ensure that the play, could level the playing field for Asia’s
programme launched would meet its private fund industry against the advance
intended objectives. markets. These economic substance
regulations were largely aimed at
Take Singapore for example. VCC was counteracting the effects of zero tax and
established to provide alternative fund preferential tax regimes around the world,
structure, with greater flexibility in the areas particularly in key offshore jurisdictions.
of capital contributions and distribution
profits, to general partners. This is similar to Additionally, capital markets in some parts
the open-ended investment company of Asia and ASEAN were also deepened to
structure in the UK and protected cell usher in greater investments and innovation.
company structures in jurisdictions like Domestic public listing activity in some Asia
Guernsey or the Cayman Islands. To date, bourses has gained some traction over the
the framework has attracted over 200 past few years; owing to the adoption of
participants ranging from traditional asset new listing regimes that aim to increase the
managers to single family offices shortly appeal of local listings. As at March 2021,
within the initial eight months of its launch21. 146 new economy companies had listed in
To further encourage industry adoption of Hong Kong, raising a total of US$88 billion
the VCC framework, the Monetary Authority and has accounted for 61% of the total IPO
of Singapore launched a Variable Capital fund-raising25. This has set some emerging
Companies Grant Scheme 22 that is markets on an equal footing with global
envisioned to help defray the costs involved exchanges in terms of IPO fundraising and
in incorporating or registering a VCC. The number of listings over the last three
scheme will subsidise 70% of eligible years26.

21 https://www.mas.gov.sg/-/media/MAS/News-and- 24 https://www.law.cornell.edu/uscode/text/26/7701
Publications/Surveys/Asset-Management/Singapore-Asset- 25
http://www.xinhuanet.com/english/2021-
Management-Survey-2019.pdf 04/29/c_139915114.htm
22 https://www.mas.gov.sg/schemes-and-initiatives/variable- 26 Potential Policy & Regulatory Responses to Changes in
capital-companies-grant-scheme Primary Market arising from Trends in Innovation
23 https://www.oecd.org/tax/beps/oecd-g20-inclusive-
Landscape, ICMR.
framework-on-beps-progress-report-july-2019-july-2020.pdf

19
The Future of Private Equity:
Opportunities for Malaysia
Overview
Private equity has broadly stood out as an asset manager. Assets under management for
asset class in the ASEAN region over the last the Malaysia private equity industry has been
decade. Investors are betting on higher growing at a sluggish pace of 6.7% annually
economic growth, rising investment in from US$3.7 billion in 2010 to US$6.8 billion
technology and a growing middle class across in December 202028 compared to Singapore
the trade bloc. The International Monetary (18.6%), Japan (14.9%), South Korea (29.6%),
Fund (IMF) forecasts stable growth for the and even ASEAN region as a whole that have
ASEAN-5 nations of Indonesia, Malaysia, the recorded growth of over 14.8% over the same
Philippines, Thailand and Vietnam, with period.
growth of 4.9% in 2020 and 6.1% in 2022 27.
With 674 million people, diverse population While the total number of deals has
demographics and a growing middle class, decreased marginally from 69 in 2015 to 53 in
ASEAN presents an attractive component of a 2020, the average deal size has increased
well-diversified portfolio, as well as a great substantially over the same period. Based on
alternative to China moving forward. Preqin’s data, average deal size for venture
capital grew from US$1.7 million to US$4.1
However, there is more that needs to be million between 2015 to 2020. Similarly for
done to level the playing field against the buyout deals, average investment size has
private equity industries in more advanced increased significantly from US$22.6 million
markets. Despite the presence of a string of (2015) to US$238.2 million in 2019 before
global investors such as Singapore's GIC and scaling back to US$99 million in 2020. The
Temasek, Abu Dhabi Investment Authority, hike in funding rounds for 2019 was driven by
family-owned Verlinvest and corporates like several notable buyouts deals such as US$40
Alibaba and Tencent for example throughout million acquisition of Real Education Group by
the last decade, the region’s private equity Paramount Corporation, and US$1.2 billion
scene is still at a nascent stage. To date, acquisition of Columbia Asia Hospitals by
ASEAN accounts for less than 1% of the Hong Leong Group etc.
world’s US$4.0 trillion private equity assets
under management and there is huge While seed and early-stage deals have
potential for the industry to grow. captured more than 76% of private capitals
invested in 2015, the Malaysia private fund
Private equity was a relatively obscure slice of industry is nevertheless undergoing its
the Malaysian financial landscape until the transformation process (Exhibit 13). Over the
late 2010s, when the securities regulator past five years, the industry has witnessed a
issued a framework for Private Equity. gradual diversification from Angel & Seed-
However, the industry existed long before the stage financing to larger deals resulting from
legal framework; its origins trace back to market volatility, together with readily
1998, when the first private equity firm, Navis available finance.
Capital Partners, was licensed as a private

27World Economic Outlook: Managing Divergent Recoveries, 28Source from Preqin & calculations are based on 10-year
International Monetary Fund, April 2021. CAGR from 2010-2020.

20
Exhibit 13: Investors pivot to Series-A & Growth stage
Percentage (%) of Malaysia total deals, 2015-2020
Angel & Seed Early Stage Series A Series B
Series C Series D Mature - Growth Capital Mature - Buyout
100% 4.8%
4.8% 9.7%
16.7% 17.6%
4.8% 22.7% 27.6% 9.7%
80% 9.5% 3.2%
16.7% 4.5% 14.7%
4.5% 3.4% 16.1%
19.0% 2.9%
9.1% 10.3%
60% 16.7% 8.8%
8.8% 17.2%
8.3% 22.7% 32.3%
40% 14.7%
17.2%
57.1%
20% 41.7% 36.4% 32.4% 29.0%
24.1%

0%
2015 2016 2017 2018 2019 2020
Note: Matured growth & buyout deals calculated as private equity deals.
Source: Preqin, ICMR internal calculations.

To date, there are over 70 active general are a large number of first-timer
partners operating in Malaysia. Approximately entrepreneurs with the absence of successful
63% of these GPs’ main strategy comprised of track records. While the country has witnessed
venture capital, followed by growth (20%), some seasonal local private equity firm (e.g.,
buyout (7%) and others (10%). Only the best Creador, Navis, COPE private equity etc.)
performing funds have raised subsequent and launching consecutive funds, nevertheless, the
larger funds in Malaysia. volatility in exchange rates and absence of a
limited partnership structure has undermined
Over the past two decades, various initiatives the attractiveness of the country as a fund-
were undertaken by policy makers to deepen raising destination for private equity.
the industry. This includes setting up a
dedicated Government-linked private equity The other key challenge is exiting potential
investment firm EKUINAS, provision of investments. The capital market has witnessed
matching funds, as well as establishing a VCPE relatively low public listing deals sponsored by
association to help improve and private equity GPs over the last decade. Trade
internationalise the local industry. sale and sale to GPs are still the preferred exit
routes. While there is increasing interest and
Yet despite these efforts, the Malaysian PE depth in the country’s initial public offering
market is relatively nascent compared to the market over the past 12 months, it is relatively
more advanced markets such as the US and insignificant compared to the volumes and
the UK. Private equity investors who diversity of listings seen in other parts of Asia
traditionally buy large majority stakes or such as China and Hong Kong for instance.
conduct leveraged buyouts are largely absent Intrinsically, to continuously grow the Malaysia
from the market. PE industry, it must be supported by a healthy
and diverse ecosystem of fund managers,
Industry insiders say that Malaysia, as with investors and exit opportunities.
other ASEAN countries, presents its own
unique set of challenges for the private equity
industry. Majority of the businesses are state-
owned and family-owned, and currently there

21
1 Need for diversity in private equity strategy
Private capital investments tend to take a Similarly in Malaysia, the private equity
different form in ASEAN. One third of the industry tends to be less diversified. The
ASEAN-focused private funds are comprised majority of private funds in the market
of smaller venture capital funds that focuses targets early-stage venture investments. As
on early-stage of the business cycle. of September 2020, growth funds made up
Approximately 38% of the funds raised across over 49% of the total ASEAN-based Malaysia
ASEAN to date have been concentrated focused private funds, aggregating
primarily on growth equity - a term often US$157.7 million AUM. Unlike the more
used to denote minority investment in which established markets of Japan, South Korea,
committed capital is used primarily to fund US and Europe, buyouts and late-stage
growth rather than buy out existing strategies in Malaysia comprised only 1.8%
shareholders. and 0.4% respectively of the country’s total
private funds (Exhibit 14).

Exhibit 14: Majority of Malaysia-focused private funds focuses on early-stage


investment
AUM for ASEAN (mn USD) AUM for Malaysia (mn USD)

Venture (General) 553.7


98.5
Growth 1719.6
157.7
Expansion / Late Stage 425.7
1.4
Early Stage: Start-up 282.2

Early Stage: Seed 415.9

Early Stage 182.5


32.5
Co-Investment Multi- 21.8
Manager 21.8
Buyout 844.8
5.7
Source: Preqin, ICMR internal calculations.
Note: Calculations are based only on AUM of ASEAN-based funds focused on Malaysia and ASEAN by strategy as of 30
September 2020.

The global Covid-19 pandemic shows few advance their market position, embrace new
signs of letting up. Deceleration in growth investments, and fast-track business
prospects and global trade momentum driven improvements. Divestitures of non-core or
by the recent pandemic outbreak has troubled assets from larger companies could
undermined business confidence in Malaysia. present a buying opportunity for many
However, private equity can approach the private equity funds, and hence it is vital to
coming economic slowdown far differently. widen the pool of private equity strategies
Instead of treating a contraction as a time to such as turnaround and buyout funds in
pull back, well-positioned turnaround and Malaysia to address the increasing liquidity
buyout funds could utilise this time to needs going forward.

22
2 Need to overcome concentration of deals
With many regional economies set to are being deployed actively over the last
recover at a fair clip from the Covid-19 decade in search for attractive investment
pandemic outbreak, Malaysia’s appeal will opportunities.
only grow. While the recent slowdown had
affected deal making in the private equity However, majority of the private equity
industry, dry powder for Malaysia-focused deals in the country are concentrated in
private equity funds has witnessed a limited sectors such as consumer
declining trend over the last decade. At discretionary (56.1%) and others, of which
US$0.7 billion, the amount of dry powder as majority are comprised of raw
of December 2020 made up 10% of the total materials/energy utilities (12.0%), unlike in
US$6.8 billion in AUM, which is slightly other regions (Exhibit 15).
below the 10-year average of 27%. Capitals
Exhibit 15: Majority of buyout deals concentrated in consumer discretionary
(% of total deals), 2010-2020
Consumer Discretionary Business Services Healthcare
Financial & Insurance Services IT Telecoms & Media
Real estate Others

18.2%
29.7% 26.9% 28.3%
0.7%0.7%
7.4%
0.8%
0.4% 4.1% 1.6% 4.1%
3.4% 4.2%
8.8%
16.7% 11.0%
16.3% 4.1%

8.7%
6.0%
8.3%
9.7% 12.1%
13.2%
12.3% 6.7%
56.1%
11.6%

27.4%
23.5%
17.1%

N. America Europe Asia Malaysia

Note: Others include Energy & Utilities, Raw Materials & Natural Resources, Industrials
Source: Preqin & ICMR internal calculations

23
While there has been a surge of interest in the public and private healthcare systems, as
other areas such as technology and healthcare well as the agricultural sector in its broadest
over the past 3 years, the country needs sense, have been fighting an uphill battle since
broader private investment opportunities the onset of Covid-19 lockdown.
particularly in agriculture, financial and
insurance services and healthcare, for Private equity can play an important role in
example, to address the growing challenges paving the way for a more sustainable and
brought on by urbanisation, food security, and resilient recovery for the country. With the
infectious disease outbreaks. enormous amount of dry powder available
both globally and within the ASEAN region, the
The recent pandemic outbreak has, in fact, industry could be set to hold a strategic role in
highlighted the importance of developing a rebuilding Malaysia’s economy, through rapid
sustainable healthcare and food security and targeted capital deployment in the several
system particularly at times when global areas described in the following sections:
borders are closed. Despite having the full
support of the government and communities,

24
i. Delivering on sustainability goals
As climate change, urbanisation and outbreaks are responsible for the alarming loss of
of infectious diseases continue to intensify, biodiversity31. As global temperatures rise,
the outperformance of environmentally and weather patterns shift, and precipitation
socially responsible companies will only becomes more unpredictable, and farmers are
increase. We are already seeing this manifest. struggling to keep up with this climate crisis.
The recent pandemic outbreak has resulted in
tremendous uncertainty across a number of Additionally, as the urbanisation process and
fronts, especially with regards to food security economic modernisation activities take place
and sustainable healthcare systems. Supply relentlessly and in parallel, healthcare systems
chain disruptions have left agriculture output are struggling to respond to the challenges
sitting idle at the ports of most countries. brought on by this transition. Disparities in
Recent curfews or movement control orders in healthcare capabilities, population
some of the world’s biggest rice exporters demographics, state of public’s health, and
have driven consumers to hoard rice, a staple economic capabilities have resulted in various
for many countries in Asia, for fear of a challenges for different countries in
prolonged stay-at-home order29,30. combating current epidemic. Between 2008 to
2018, high-income countries on average
This, coupled with climate change and rapid spend around 12% of GDP on healthcare
population growth for the decades to come expenditure, while middle-income and lower-
will likely result in a complex set of challenge income groups spend around 3-6% of GDP
in attaining food security. According to the respectively on healthcare 32. Evidently, there
2020 Living Planet Report, agricultural is a huge range of differences in healthcare
expansion and global food demand at large capacities across the world.

Source: Mida

29 https://www.tridge.com/stories/vietnams-export-ban-on- 31 WWF Living Planet Report 2020


rice-causing-a-ripple-effect 32
World Bank database
30https://www.nst.com.my/world/region/2020/05/592981/ca

mbodia-lifts-ban-rice-exports

25
Developing Asia, or ASEAN precisely, has been ASEAN's contribution to food and health
going through rapid urbanisation over the last insecurity, growing unemployment and
decades, resulting in increasing frequency of climate-related challenges over the next
infectious disease outbreaks that is correlated decade cannot be understated. Private equity
directly with socio-economic, environmental, development in Malaysia could strive to focus
and ecological factors. These outbreaks have on helping to improve healthcare provisions in
had a huge impact in terms of health security the country such as providing better access to
and the economy as a whole. The Severe affordable healthcare facilities or provision of
Acute Respiratory Syndrome (SARS) for more quality primary healthcare services to
example, claimed over 800 lives, and has the general public.
devastated ASEAN’s tourism and aviation
sectors33. During this outbreak, tourist arrivals In addition, these private capitals can help
in Malaysia from China fell by 37% while total strengthen domestic linkages into regional
tourist arrivals fell by 21%; inevitably tourist and global supply chains, as well as improve
spending during this period fell by 39% and inclusivity to contribute towards the socio-
17%34. Fast forward to the present day, the economic developmental agenda. This bodes
implementation of Movement Control Order well with the government’s new investment
(MCO) to contain the Covid-19 epidemic has aspirations36 (NIA) that focuses on increasing
similar detrimental impact on the Malaysian economic diversity and complexity through
economy. Malaysia lost RM2.4 billion a day the development of more sophisticated
during the MCO period, with an accumulated products and services, with high local research
loss of RM63 billion up to the end of April and development (R&D) as well as innovation.
202135.

33J.W. Lee and W. J. McKibbin. 2004. Estimating the Global 34https://www.marc.com.my/index.php/marc-news/1177-the-

Economic Costs of SARS. In S. Knobler, A. Mahmoud, S. Lemon, malaysian-economy-impact-of-the-coronavirus-outbreak-


et al., eds. Institute of Medicine (US) Forum on Microbial 20200207
Threats. Learning from SARS: Preparing for the Next Disease 35https://www.readcube.com/articles/10.1371%2Fjournal.pon

Outbreak: Workshop Summary. Washington, DC: National e.0091630


Academies Press (US). 36 https://www.mida.gov.my/malaysia-is-shifting-gears-

https://www.ncbi.nlm.nih.gov/books/NBK92473/. national-investment-aspirations-nia/

26
ii. Expanding Malaysia’s Halal industry
The Halal industry is fast becoming one of demand of Halal products and an integrated
Malaysia’s main engines of economic global economy, propels this trend.
growth. The industry currently makes up
15% of Malaysia’s GDP with the food and Both Muslims and non-Muslim producers are
beverage sector dominating over 85% of the tapping the substantial potential in the
country’s total halal exports. Despite the global Halal industry. Asia alone is home to
many ongoing challenges brought on by the about two-thirds of the world’s Muslim
recent pandemic outbreak, the industry population. Non-Muslims have also taken to
continues to attract investors’ interests both purchasing Halal products as the
globally and domestically. To date, certification is seen as a hallmark of
Malaysian Halal parks37 have attracted a reliability, food/product safety, and hygiene.
cumulative total of RM16.1 billion in As worldwide demand for Halal products
investments since 2011. Of this, RM9.5 continues to increase, greater efforts are
billion (or 59%) is foreign direct investment needed for Malaysia to stay ahead in the
(FDI) while RM6.6 billion (or 41%) is Halal industry. Global Halal market size is
domestic direct investment (DDI). A growing estimated to be worth US$3 trillion over the
Muslim population, rapid digitalisation, high next five years and is expected to grow
rapidly to US$11.2 trillion by 2030 38.

Exhibit 16: Greater diversification opportunities in other Halal sectors


Global Halal industry market share by sector, 2018-2024
Islamic finance Food Fashion Media & Recreation Pharmaceuticals Travel Cosmetics
1.4% 1.4% 1.3% 1.4% 1.4% 1.4% 1.4%
100%
4.0% 4.1% 4.2% 1.8%
2.0% 2.2% 3.5% 4.1%
1.8% 1.9% 1.9% 2.0% 2.0%
4.5% 4.6% 2.0%
4.6% 4.6% 4.6% 4.6% 4.6%
5.3% 5.8%
6.0% 6.0% 4.7% 5.9% 6.0%
80%

28.9% 28.5% 31.7% 31.5% 30.6% 29.7% 29.6%


60%

40%

53.2% 53.4% 51.6% 53.4% 53.3% 52.9% 52.2%


20%

0%
2018 2019 2020 2021(f) 2022(f) 2023(f) 2024(f)

37 38
Halal Park is a specialized economic zone for the
production of halal products for both local and international https://www.adroitmarketresearch.com/industry-
markets. reports/halal-market

27
Source: Statista

As such, the Halal industry has huge industry following the outbreak, while also
potential for growth. In 2019, a total of exploring changes and opportunities. This
1,876 exporting companies of Malaysian could be addressed by attracting more
Halal products was recorded, and over private investments for the local Halal
76.2% of these companies comprised small market. Together with global private equity
and medium enterprises. In addition to dry powder amounting to US$4 trillion, this
changing consumer preferences and supply capital can play a strategic role in
chain disruptions brought about by the strengthening the competitiveness of
recent Covid-19 outbreak, huge challenges Malaysia’s Halal industry. Incentives can be
persist for these companies to extend their explored to attract regional private equity
reach in the global Halal supply chain due to investments to help broaden existing Halal
firm size constraints. industry verticals to areas such as
pharmaceuticals, tourism, and healthcare, as
Intrinsically, there is a need to address well as to deepen local Halal industry
challenges in the Halal sector that have led connection with regional or global supply
to subsequent transformations within the chain.

28
Moving Forward: Achieving diversity
in private equity to drive recovery
1 Increase tailored development effort for emerging businesses
In the search for improved funding for small In most emerging countries, the public
business and new customer opportunities, sector could possibly be the biggest procurer
there is a source of new revenue of goods and services, which makes them an
opportunities that far too few small business attractive client for innovative and emerging
owners are recognising — the government. firms seeking to get a leg up in their
Many governments are increasingly utilising business. Recognising the importance of this
new public-procurement mechanisms to relationship, some public authorities have
drive innovation, promote economic initiated various forms of public
development, and access new technologies procurement policies to incentivise, support
from new types of partners, like and otherwise sustain domestic firms. It
entrepreneurs or members of the creative would be beneficial to link public
economy. procurement and new innovative and
emerging businesses considering that some
Governments around the world have been emerging countries have yet to provide
working with small businesses and are preferential access to government contracts
increasingly offering programs to create for these group of companies. The challenge
better ways to on-board them to the global rests with how best to design transparent
value chain. Programmes such as and market-friendly facilitation mechanisms
Government e-Market in India and the Office which are targeted more at innovative and
of Government Contracting in the US, for emerging businesses in public sector
example, has promoted participation of procurement.
smaller, disadvantaged and woman-owned
businesses through procurement of federal The Malaysian government too is
government contracts. One of the challenges increasingly recognising that providing
of introducing new products is that such emerging businesses with access to wider
products have not been tested or widely markets or stakeholders could go a long way
accepted. Naturally, the market may be slow in overcoming many of the business
in embracing such products. New innovative challenges. Evidently, various alternative
businesses seldom have the resources or platforms that assist new businesses to
network to expand into new or even existing expand customer-base and launch significant
markets to bring their products out. As such, product breakthrough have been
governments and corporations, with their established. In 2015, MDEC’s Global
strong networks and deep pockets, could Acceleration and Innovation Network (GAIN)
lend a hand to these new innovative was launched to assist Malaysian start-ups
businesses by providing the kind of market to tap into the existing networks and scale
access and reach to potential customers. up quickly. Likewise, Endeavour, MaGIC’s
Global Accelerator Programme (GAP) and
Alliance Bank’s SME Innovation Challenge

29
2014 programme, to name a few, have also important contribution to sustainable
provided participating new innovative consumption and production. However, a
businesses with an opportunity to be ‘one size fits all’ approach may not be
coached by corporate titans, a platform to appropriate for all projects. There is a need
network through, and access to markets. for new and innovative ideas regarding the
ways in which social objectives can be
With the growing presence of government- embedded into procurement specifications
linked companies (GLCs) within the country, while ensuring value for money in their
it will be beneficial for these organisations to delivery.
contribute collectively to the public interest
by providing diversity in products and Government contracts can serve as a strong
services, as well as stimulating jobs or motivator to scale up any businesses and
economic activity. Increasing outsourcing raise transactions levels for the Malaysian
trends amongst GLCs may provide an commercial landscape. Policy makers can
excellent avenue to future-proof a business capitalise on digital solutions to provide a
while ensuring SMEs maintain a competitive more streamline and transparent public-
edge in the global market. The government procurement platform that is accessible to
could intensify and strengthen inter-firm smaller business. Existing public contracts
linkages with GLCs by applying greater can be reassessed to eliminate
flexibility in identifying a procurement discriminatory practices, and ensure all
strategy. The implementation of Green potential suppliers are treated equitably
Procurement and Eco-labelling Programme based on their commercial, legal, technical
(GGP) in 2017 by the Malaysia government and financial abilities, as opposed to going
for example, demonstrates that the by their size. Such a platform could provide
government, by being the biggest purchaser an avenue for businesses of all sizes to build
of a country, could use their purchasing global brands, as well as accelerate the flow
power to influence environmentally friendly of funds from the private equity sector into
goods, services and works, and make an the domestic “new economy39” industries.

39 computers, telecommunications, and the Internet to


"New Economy" as defined under OECD Glossary of
Statistical terms, describes aspects or sectors of an economy produce, sell and distribute goods and services.
that are producing or intensely using innovative or new
technologies. This relatively new concept applies particularly
to industries where people depend more and more on

30
2 Policy to catalyse the expansion of PE funds in niche sectors
Malaysia has remained committed to country’s existing healthcare and agriculture
developing the private funds industry over the sector. To promote the establishment or re-
past decade. Various initiatives, ranging from domiciliation of private equity funds in these
setting up a dedicated investment arm through areas to Malaysia, policy makers could consider
implementation of matching funds facility, to subsidising expenses involved in setting up
enactment of private funds regulation, have such PE funds in the country.
been introduced to broaden and deepen the
local private funds industry over the years. Instead of expanding the broader healthcare
Take the recent US$145 million (RM600 sector, policies could emphasise on growing
million) Dana Penjana Kapital matching fund the country’s medical tourism sector. Medical
programme as an example. The programme tourism is fast becoming a contributing factor
was initiated to attract both local and foreign to the national economy with revenue
players to invest in the local private funds generated surging from US$127 million in 2011
industry and has successfully generated over to over US$400 million in 2019. Although this
US$290 million (RM1.2 billion) in assets under added only 0.11% to Malaysia's US$364.7
management (AUM) to date. This AUM is billion GDP in 2019, this sector was recognised
envisioned to be invested primarily in as a key driver of economic growth and may
Malaysian or ASEAN investee companies that potentially generate US$1.04 billion in gross
could yield tangible economic benefits to the national income and produce over 5,300
country’s economy. medical professionals by 202041. These
revenues could not only help to sustain but
The programme has made great strides in also upgrade medical facilities for local
liberalising the local private funds industry. healthcare users’ benefits thus providing
However, the initiative still lacks focus in terms Malaysians with alternatives to the current
of strategy and scalability to attract greater crowded public health care situation. In
participation from regional GPs. The addition, investment in medical tourism
programme has placed higher weighting on infrastructure could further generate demand
venture capital as compared to private equity for goods and services in ancillary sectors such
as only one out of the eight recipients under as clinical research and development,
the Dana Penjana Capital programme falls pharmaceuticals, logistics and hospitality. This
under the private equity strategy 40. As private could assist in generating both medical and
equity fund’s size continues to grow, it would non-medical jobs and spur the growth of small
be challenging for the government to and medium enterprises.
continuously allocate funding to attract foreign
GPs through matching programmes. Food production and distribution are also
undergoing significant shifts due to technology
With limited resources coming into play, this advancement. The growing importance of food
report calls for a more focused approach to security has attracted the private sectors’
broaden the pool of private equity funds in attention over the years with many
Malaysia to help solidify economic growth on a corporations gradually stepping in to help
larger scale. For a start, policy could focus on nurture and develop the agriculture sector.
attracting specific GPs in the areas of Capital flows going into agriculture are growing
healthcare and agri-tech to help strengthen the more and more institutionalised, and more and

40http://www.penjanakapital.com.my/index.php/newsroom- 41https://www.npra.gov.my/images/Announcement/201

2/mediarelease/media-release-14-december-2020 5/NRC-2015-day3/P10.3-P-NKEA-Healthcare2015-
FABIAN-DELL.pdf

31
more private. Assets under management of industry. Legislative amendments could be
agriculture-related private equity funds grew introduced to create a unified tax exemption
from US$9.8 billion in 2010 to over US$13 on profits and carried interest payable by
billion as at December 202042. With the advent private equity funds. As a start, the tax
of a new wave of funds such as Agriculture incentives could be targeted at private equity
Technology (AgTech), and as more specialised funds that invest in small businesses that hold
funds take place, the agriculture private equity the promise of rapid growth and a “double
market sector is poised to grow even further bottom line” of not only financial returns but
over the coming years and could be positioned also community and economic development
to raise the domestic food production level in a benefits.
more sustainable manner. Public policy should
target to attract more private equity funds to This, together with the other tax exemptions
invest and develop the country’s agriculture already granted under the country’s 76 Double
sector with a focus on either sustainable Tax Treaty Agreement43 will certainly shape
development and management of natural how fund sponsors choose to domicile their
resources, productivity improvements through private equity funds. Such initiatives could help
technological innovation, or expansion of the country to seize the opportunities
business enablers such as local storage and presented by OECD's current on-shoring drive,
transportation. as well as enhance the comprehensiveness and
competitiveness of Malaysia’s fund regime
Other targeted incentives such as tax against the backdrop of the growing number of
exemption could be utilised to complement the foreign funds and family offices within this
above-mentioned efforts in attracting private region.
equity investments. To date, profit tax
incentive is only available to the venture capital

42 Preqin. 4373 Double Tax Treaty plus 3 Limited Agreement with


Argentina, Saudi Arabia & US.

32
3 Broaden investor base through private equity trusts
Private equity is typically considered a risky opportunities available to both professional
investment asset class. Lack of liquidity and and retail investors. Globally, the private
transparency has been a prime concern as it equity industry has evolved beyond its
can take a long time to realise an investment, leveraged buyout roots and is seeking to
and the likelihood for fledgling businesses to expand its capital base that traditionally has
succeed remains fuzzy. Previously, the asset been tied to institutional investors. In line with
class was only accessible to institutional and this, more emphasis needs to be placed on
professional investors who are qualified under exploring how pooled investment vehicles,
the capital market laws as sophisticated or including private and regulated funds, can
accredited investors. provide a more level playing field for retail
investors to access potential outsized and
But this is all changing.
uncorrelated returns offered by alternative
In an effort to attract large amounts of investments such as private equity.
investment capital, there has been a broad
Similarly in Malaysia, it is necessary to
push in some developed markets to allow
broaden the types and number of participants
retail investors to access the private equity
for the domestic private equity industry. In
asset class and reap the same benefits
July 2021, the securities regulator in Malaysia
experienced by professional investors. In June
has also broaden the scope for more people to
2020, the US Department of Labour
qualify as sophisticated investors 46. This will
announced that the provisions on fiduciary
assist in maintaining a vibrant and compelling
responsibility in the Employee Retirement
investor base. It is also important to create a
Income Security Act of 1974, would allow
more transparent funding vehicle to provide
fiduciaries of 401(k) and individual retirement
non-sophisticated investors with the
plans to include diversified investment options
opportunity to realise any financial benefits
with private equity exposure, if certain
that private equity has to offer.
requirements are met44. Securities laws were
amended to open access to private markets Private equity investment trusts are a
and expand investment opportunities for seemingly straightforward route into this
some investors. In August 2020, the SEC market. Contrary to most unit trust funds,
broadened the definition of accredited which are open-ended funds, private equity
investor and qualified institutional buyer in trusts are structured as closed-end vehicles,
the Securities Act of 1933 to permit usually listed on a stock exchange, in which
participation of wider investor groups in the investors buy and sell shares in the trust
private capital markets 45. rather than the underlying assets. One of the
biggest benefits of a private equity investment
Today, there is a larger trend that affects all
trust fund is that it is more affordable. While
investors, be it in the private or public market.
some funds may raise money from its
With the decline in public offerings over time,
investors and invest directly in unlisted
extended period of low interest rates, rise in
companies, others will instead invest in other
unicorn firms that stay private longer, and
private equity funds (Exhibit 17).
other geo-political considerations, it is
important to broaden the pool of investment

44https://webstorage.paulhastings.com/Documents/Default% 45 https://www.sec.gov/rules/final/2020/33-10824.pdf
20Library/stay-current-department-of-labor-allows-private- 46https://www.sc.com.my/api/documentms/download.ashx

equity-investment-exposure-in-401(k)-plans-(4)-(003).pdf ?id=72b64b5c-313b-44dc-9841-36e0d50906ac

33
Exhibit 17: Examples of UK Listed Private Equity Trusts
Launch Share
Fund name Share class Strategy date NAV price
HarbourVest Global PE Ordinary Share Fund-of-funds May-10 2,921.0 2,225.0
HgCapital Trust PLC Ordinary Share Direct Dec-89 334.9 338.0
NB Private Equity Partners Class A Ordinary Direct Jun-09 1,936.0 1,527.5
ICG Enterprise Trust PLC Ordinary Share Direct Jul-81 1,398.5 1,066.0
Pantheon International Direct
PLC Ordinary Share Sep-87 3,521.9 2,670.0
3i Group PLC Ordinary Share Direct Jul-94 1,042.0 1,295.5
Standard Life PE Trust Ordinary Share Direct May-01 570.9 437.5
BMO PE Trust Ordinary Share Direct Mar-99 477.2 409.00
Note: Share price and NAV denominated in GBP; data obtained as of 26 July 2021.
Source: Citywire.co.uk

Just like any other investment product, there Another advantage is the flexibility to raise
are risks and challenges involved. As a listed or deploy additional cash without having to
close-end fund, the investment vehicle change the overall profile of the portfolio.
brings administrative and operational
The added transparency of being publicly
requirements that can present challenges,
listed coupled with allowing a combined
even for the most experienced fund
public-private portfolio approach may be a
manager. Hence, the proposed vehicle
plausible route for non-sophisticated
should consider providing fund managers
investors to gain exposure to private equity.
with a certain degree of flexibility in asset
The Public Offering of Closed-end Fund
allocation (e.g. in terms of combination of
Framework in Malaysia could serve as a
listed and unlisted securities allocations).
foundation for establishing a private equity
This could create the scale for investment
investment trust in Malaysia. However, the
managers to charge vastly lower fees than in
existing framework limits investment of no
private equity-only portfolio. Additionally,
more than 10% of its net asset value in
this move could provide sufficient liquidity
unlisted securities. This could be enhanced
to overcome challenges such as ‘out of
to allow private equity closed-end funds to
market’ timing. It would also provide the
hold a greater amount and wider range of
ability to quickly reinvest the proceeds from
unlisted securities and non-equity-based
sales of private investments or to hold onto
investments such as debt and derivatives.
private investments once listed if they
remain strong investment opportunities.

34
4 Facilitate PE long-term fundraising through debt capital market
Globally, policy makers and professional equity investments, has launched a number
investors believe that private equity is of private equity bonds with the first bond
required for diversified participation in global being issued in 2016. Its fourth offering
growth. However, given the risks and obscure (Astrea IV) offers a series of fixed rate notes,
nature of private equity, these funds are not including a retail tranche, whose assets are
open to all individuals for subscription. Capital composed of 34 private equity funds, with a
was usually raised from institutional investors current net asset value of over US$1 billion.
who have substantial reserves of liquidity as Retails investors are not investing in private
well as the ability to hold long-term equity directly. Instead, they will be investing
investments. in bonds that are backed by the cash flows
from a diversified portfolio of all the 34
Nevertheless, policy makers have recently private equity funds managed by reputable
considered democratising this asset class to PE general partners such as Bain Capital,
the broader group of investors. In an effort to Warburg Pincus, and TPG for example. Retail
expand the opportunity of private equity to segment, and other senior tranches, will
include retail investors, policy makers in have the highest priority for interest
Singapore have allowed private equity funds payment and redemption. Other structural
to issue a fraction of PE bonds (Bonds) to the safeguards such as a reserve account that
mom-and-pop investors. The Bonds are builds up cash to redeem the bonds in
typically structured as a structured product tranches are kept in place to ensure that
backed by a diversified portfolio of hedge retail investors are protected. To date, over
funds, private equity funds or any type of cash US$2.1 billion has been raised from Astrea
flow stream for that matter. and Vertex’ PE bonds, with 32% of the
proceeds (US$583 million) raised from the
Azalea Group, a subsidiary of Singapore’s
public (Exhibit 18).
Temasek Holdings specialising in private

Exhibit 18: Summary of Azalea’s IV, V & VI PE bonds


Bonds Exposure Underlying Funds Total Issuance Details
• Retail tenure 10 years
US$1.1 billion in 36 US$560 million (include
• Scheduled call date in 2023
U.S (63%), PE funds US$121 million retail
Astrea IV • Step-up i/r 100bps if not called
Europe (19%), tranche)
(2018) • Bonus 0.5% of principal on
Asia (18%) 596 investee
redemption contingent on
companies Coupon 4.63% (retail)
performance conditions
• Retail tenure 10 years
US$1.3 billion in 38 US$600 million (include
• Scheduled call date in 2024
U.S (56%), PE funds US$180 million retail
Astrea V • Step-up i/r 100bps if not called
Europe (22%), tranche)
(2019) • Bonus 0.5% of principal on
Asia (22%) 862 investee
redemption contingent on
companies Coupon 3.85% (retail)
performance conditions
• Retail tenure 10 years
US$1.5 billion in 35 US$643 million (include
• Scheduled call date in 2026
U.S. (61%), PE funds US$282 million retail
Astrea VI • Step-up i/r 100bps if not called
Europe (23%), tranche)
(2021) • Bonus 0.5% of principal on
Asia (16%) 802 investee
companies Coupon 3.00% (retail) redemption contingent on
performance conditions
U.S. (13%), • Senior unsecured bonds
US$330 million (not
Vertex China (27%), • Tenure 7 years
US$4.5 billion in available for retail)
Venture S.E.A (21%), • Issued under Temasek’s US$2
AUM
(2021) Israel (14%), billion Multicurrency Debt
Coupon 3.3%
RoW (25%) Issuance Programme
Source: MAS, Bondevalue.com, ifast Global Markets, Bondsupermart

35
Private equity funds are open and accessible to facilitate the raising of long-term funding for
many people but not necessarily to the broad the private equity industry. Essentially, policy
masses. By creating a product which is makers could explore incentives that alleviate
diversified and provides a better risk adjusted the costs of bond issuance for private equity
return for the individual, policy makers could managers to spur greater interest in the local
democratise this asset class by introducing a bond market.
new category of product to the market for the
retail investor. Moving forward, policy makers
could consider encouraging issuance of private
equity bonds that allow retail investors to
diversify their investment portfolios into
private equity. The Malaysian bond market has
always been touted as a success story that
offers relatively attractive seasoned bonds
compared to many bank savings products. With
its current depth of over US$380 billion in debt
securities outstanding, the Malaysian debt
capital market can be further leveraged to

36
5 Harmonise regulatory framework across global practices
While Hong Kong and Singapore may seem to to the familiarity of the regulatory framework
be a centre for finance and a location of and tax regimes in these locations. Despite
choice for global investors, many private fund the availability of various fund structures
managers still prefer to domicile their funds globally, Limited Partnership (LP) remains the
in offshore jurisdictions such as Cayman prevalent legal structure used by Asia-based
Islands, Mauritius, Delaware and Jersey, due private equity general partners (Exhibit 19).

Exhibit 19: Importance of Limited Partnerships for private equity


PE Funds Legal Structure for Asia-based GPs, 2010-2020
Company Structure Fund Structure
Limited
Limited Liability Limited Life Limited Limited Liability
Cayman LLC SAS Partnership Trust
Company Company Partnership Partnership
Fund
2010 - 6 1 - 62 - - -
2011 - 5 - - 114 - - -
2012 - 4 - - 102 - - -
2013 - 2 - 1 120 - - -
2014 - 5 - - 183 - - -
2015 1 4 - - 457 - - -
2016 11 1 - 494 1 - 2
2017 1 6 - - 452 1 - 2
2018 - 2 - - 213 1 - -
2019 - 3 - - 163 - - 4
2020 - 6 136 - 1 2
Note: Data and calculations include closed-end and comingled private equity funds only. It is based on available data
and exclude VCC.
Source: Preqin

A limited partnership differs from a Partnership Fund (Hong Kong) and Variable
traditional partnership structure or corporate Capital Company (Singapore). Many of these
structure by limiting the liability of certain new regimes were created to encourage the
partners up to the amounts they have relocation of private funds as the growing
contributed. It is not a separate legal entity scrutiny on offshore jurisdictions and the race
and within the structure, sponsors are liable for economic substance regulations rages on.
for all debts and obligations of the firm. Also, by providing contractual flexibility and
Another key characteristic of Limited simplified procedures, these new partnership
Partnership is that they are treated as tax agreements offer limited liability for LPs,
transparent vehicles. Tax is not levied at the unlimited liability for GPs, as well as safe
limited partnership level but at the share of harbours for LPs to undertake certain
income accruing to each partner which will be activities without losing their limited liability
taxed at the rates applicable to each of them status (Appendix).
respectively.
To capture investments in areas mentioned
Limited Partnership has been the default earlier in the previous chapters, and to
structure until today as there had not been an further bridge capital markets with the real
alternative structure that can be used by the economy, it is important for policy makers to
private equity industry in Asia before the recognise the importance of providing the
enactment of QDLP (China), Limited right fund structure for private funds’

37
providers to operate in a flexible and (LLP), private and public company. While
responsive manner. A wider set of alternative there is no one-size-fits-all approach to
fund structures will plug a gap in the determining the optimal structure to adopt
Malaysian fund ecosystem and provides for a private fund, none of the country’s
private capital fund managers with additional existing fund structure matches the practice
options to structure and domicile their funds and flexibility accorded by the widely used LP
in Malaysia. structure. In line with this, policy makers will
have to work closer together in harmonising
At present, the Malaysian fund ecosystem are the industry regulations and funds vehicle
constrained by five main types of business with global standards to address the rising
vehicles namely sole proprietorship, challenges posed by cross-border
partnership, limited liability partnership competition.

38
Conclusion
Despite a decade of spectacular growth for incorporate ESG principles into their GP-LP
the global private equity industry, many agreements.
investors and practitioners had braced for a
While the global private equity industry
tough 2020. Recession and market
grappled with unprecedented uncertainty
turbulence as a consequence of the recent
and disruption in 2020, the industry
pandemic outbreak have taken a toll on the
nevertheless ended the year on a high note
industry, curtailing return expectations, exits
with some Asia markets such as China and
and fund-raising. Holding periods will likely
India witnessing a strong bounce-back.
get longer in anticipation of a slow post-
Private equity remained a popular source of
Covid-19 recovery. Trade exits became more
alternative capital in the Asia region. The
difficult to accomplish, leaving some to
industry is projected to continue its upward
rethink their exit strategy. On a positive note,
trajectory and could play a critical role in
the revival of public equity markets for some
driving economic recovery. With over US$1
countries in Asia has enabled the initial public
trillion in dry powder, private equity is well
offering exit channel to thrive. Without it, exit
capitalised to take advantage of new
value would have been even more depressed.
investment and realisation opportunities.
Successful general partners navigate through
Job creation. Improving economic
the murky waters in part by focusing on
opportunity. Encouraging sustainable
digital business sectors. E-commerce and e-
growth. These priorities are at the forefront
learning, for example, are some of the
as Malaysia grapples with both recovering
important digital sectors that accelerated in
from the pandemic outbreak and addressing
2020 and are likely to enjoy long-term
the needs of underprivileged communities.
momentum as consumers get accustomed to
As a decade of relative global prosperity gives
the economic realities. Anticipating tougher
way to a new and more turbulent era,
international trade environments and greater
policymaking should review approaches to
supply chain disruptions moving forward,
increase the resilience of the country by
many private equity firms are stepping up
encouraging greater private investments in
efforts to develop domestic markets and
areas that could, (1) improve resiliency and
domestic demand. While the impact of the
long-term sustainability of the Malaysian
recent pandemic has started to ease for
economy, (2) emphasise on community and
some, many challenges will remain as we
economic development activities and, (3)
move forward through this new decade. This
bridge the gap between domestic and
includes the need to address food security,
international private capital fundraising. With
sustainability of the public healthcare system,
a modern and robust regulatory regime for
climate crisis, and other uncertainties
the private equity industry, a pro-business
relating to social inequality.
environment coupled with continued
In line with this, global private equity government support through tailored tax
practitioners are taking steps to bolster the incentives, Malaysia would be well-poised to
resilience of their portfolios by placing capitalise on the growth in private capital
greater emphasis on environmental, social AUM in Asia.
and governance (ESG) investing. Mounting
pressures were exerted on private equity
funds to re-evaluate their portfolios and

39
Contributors
We would like to thank the following contributors for their involvement and support to this report:

Regulator and industry practitioners


➢ Securities Commission Malaysia

➢ Khazanah Nasional

➢ Bintang Capital Partners

➢ COPE Private Equity

Data Provider
➢ Preqin

Technical Reviewer
➢ Mr. Yohei Kitano

Mr. Yohei Kitano is a Senior Analyst at Nomura Institute of Capital Markets Research (NICMR)
in Singapore. Prior to joining NICMR, he was seconded to the Ministry of Finance Japan and
was engaged in enhancing financial cooperation with ASEAN countries as well as the Asian
Bond Markets Initiative (ABMI) from 2012 to 2014. He was also seconded to the Japan Bank
for International Cooperation (JBIC) where his main responsibility was providing loans to
companies in India from 2007 to 2009.

40
Appendix
Examples and key features of various fund structures employed by private equity industry
globally.
Luxembourg Cayman Hong Kong Singapore

Legal form Special Reserved Special Exempted Limited Variable


Investment Alternative Limited Limited Partnership Capital
Funds (SIF) Investment Partnership Partnership Fund (LPF) Company
Funds (RAIF) (SCS) (ELP) (VCC)

Key No separate No separate No separate No separate No separate No separate


features legal legal legal legal legal legal
personality personality personality personality personality personality

At least 1 At least 1 At least 1 At least 1 At least 1 At least 3


general general general general general directors (e.g.,
partner & 1 partner & 1 partner & 1 partner & 1 partner & 1 Singaporean
limited limited limited limited limited residents) & 1
partner partner partner partner partner shareholder

Net assets Net assets Unregulated No share Variable or Single


must reach must reach & no capital fixed capital membership
EUR 1.25 EUR 1.25 minimum requirement structure can be used in
million million capital fund structures
within 12 within 12 requirement with the VCC
months months having 1
following following shareholder,
launch date. launch date. but multiple
underlying
Variable or Variable or investors
fixed capital fixed capital
structure structure

Investment No No No No No No restrictions
parameters restriction restriction restrictions in restrictions restrictions in the type of
in the type in the type the type of in the type of in the type of asset classes
of asset of asset asset classes asset classes asset classes and strategies
classes classes and and and
strategies strategies strategies Able to
(Investment (Investment (unless if the segregate
restrictions restrictions CSC qualifies investments
depending depending as an AIF) under umbrella
on the on the structure/ sub-
investment investment funds
strategy and strategy and
type of type of
investors investors
the AIF is the RAIF is
addressed addressed
to) to)

41
Luxembourg Cayman Hong Kong Singapore

Eligible Professional Professional Unrestricted Professional, Professional, Professional,


investors and/or well- and/or well- & Non-AIF high-net high-net high-net
informed informed qualified worth worth worth, retail
(through retail
or restricted
funds only with
custodian
arrangements)

Marketing Marketed to Marketed to Non-AIF May be May be May be


EU EU (unless marketed to marketed to marketed to
professional professional activities fall any third any third any third
investors investors within the country country country
only (unless only scope of jurisdictions jurisdictions jurisdictions by
SIF AIF with article 1(39) by seeking by seeking seeking
a full- of the AIFM permission permission permission
fledged law.) from each from each from each
AIFM) respective respective respective
jurisdiction. jurisdiction. jurisdiction.

Regulation Authorisation & supervision Unregulated Registered Fund Registered


by CSSF office in registered with ACRA.
No Cayman with Hong
RAIF must be managed by authorisation Islands & Kong Required MAS
an authorised external & supervision provided by Registrar of licensed fund
AIFM by CSSF a service Companies manager
provider
licensed by Required HK
Cayman SFC licensed
Islands fund
Monetary manager
Authority unless not
carrying on
any
regulated
activities in
Hong Kong

42
References
Reports:
i. PWC (2021), Private Equity’s ESG Journey: From compliance to value creation

ii. Bain & Company (2021), Global Healthcare Private Equity and M&A Report 2021

iii. Institutional Limited Partners Association (2019), ILPA Principles 3.0: Fostering
Transparency, Governance and Alignment of Interests for General and Limited Partners

iv. Aizenman & Kendall (2008), The Internationalization of Venture Capital and Private
Equity, NBER

v. Monetary Authority of Singapore (2020), 2019 Singapore Asset Management Survey

vi. OECD (2020), OECD/G20 Inclusive Framework on BEPS: Progress report July 2019 – July
2020

vii. ICMR (2020), Potential Policy & Regulatory Responses to Changes in Primary Market
arising from Trends in Innovation Landscape

viii. International Monetary Fund (2021), World Economic Outlook: Managing Divergent
Recoveries

ix. WWF & ZSL (2020), Living Planet Report 2020: Bending the curve of biodiversity loss

x. Lee & McKibbin. (2004), Estimating the Global Economic Costs of SARS.

xi. Knobler, Mahmoud, Lemon, et al (2005), Institute of Medicine (US) Forum on Microbial
Threats. Learning from SARS: Preparing for the Next Disease Outbreak: Workshop
Summary, Washington DC National Academies Press (US).

xii. National Advisory Committee on SARS and Public Health (2003), Learning from SARS:
Renewal of Public Health in Canada: A Report of the National Advisory Committee on
SARS and Public Health

xiii. ADB (2003), Asian Development Outlook 2003 Update

43
Websites:
i. https://media.bayer.com/baynews/baynews.nsf/ID/Bayer-Temasek-unveil-innovative-
company-focused-developing-breakthroughs-vertical-farming

ii. https://www.wsj.com/articles/blackrock-raises-3-billion-for-first-dedicated-secondary-
strategy-11617184800

iii. https://www.pehub.com/jp-morgan-enters-us-secondaries-market-fund-with-1-billion-
fund/

iv. https://www.greenhill.com/en/content/greenhill%E2%80%99s-secondary-market-
analysis-shows-strong-rebound-transaction-volume-and-
pricing#:~:text=%E2%80%9CWhile%20transaction%20volume%20dropped%20to,period%
20in%202019%2C%E2%80%9D%20commented%20Bernhard

v. https://www.bpeasia.com/news/baring-private-equity-asia-fund-vii-raises-us6-5-billion-
at-hard-cap/

vi. https://www.reuters.com/article/us-boyu-capital-fundraising-exclusive-idUSKBN2AO0KK

vii. https://www.mas.gov.sg/schemes-and-initiatives/variable-capital-companies-grant-
scheme

viii. https://www.law.cornell.edu/uscode/text/26/7701

44

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