Keep every asset pool walled off, under one roof.
A Labuan protected cell company holds ring-fenced cells inside a single legal entity. We form the core, create the cells, and administer the segregation under our own Labuan FSA licence.
Make an enquiryMany pools, one entity, no cross-exposure.
Running a separate company per portfolio, line of cover or investor group multiplies incorporation cost, board count and administration, and still leaves liability questions between the vehicles unresolved.
A Labuan protected cell company holds each pool in a statutorily segregated cell under one core. We form the company, establish the cells, document the segregation, and run the consolidated and per-cell reporting Labuan FSA expects.
See why it is usedWho a protected cell company is for.
It suits managers and groups who want several pools walled off inside one entity.
Fund managers
Running an umbrella fund, each cell a separate strategy or investor class.
Captive insurance sponsors
Ring-fencing separate lines of cover or risk pools in their own cells.
Groups with several pools
Keeping each pool walled off from the others under one roof.
Cost-efficient structures
One entity, one board and one administration instead of many companies.
Formed and administered under our own Labuan FSA licence.
Because we hold the Labuan FSA licence ourselves, the firm that forms your cells and runs the segregation is the regulated firm you spoke to, not a broker who sub-contracts the role. We serve you in English, Chinese and Malay.
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How a protected cell company works.
A protected cell company is one company, not many. It holds a core and any number of cells. The core and the cells are not separate legal entities, yet each cell is legally walled off from the others.
- The core holds the general, non-cell assets of the company.
- Each cell holds its own pool, segregated from the core and from every other cell.
- A claim against one cell cannot reach another cell or the core.
- The board keeps cell assets and liabilities separate and reports per cell.
How a protected cell company is structured.
The entity, the cells, permitted activities, capital and tax under the Labuan Companies Act 1990.
- What it is
- A single limited liability company that can create cells. The core and cells are not separate legal entities, but each cell is legally segregated.
- Core and cells
- The core holds the general assets. Each cell holds and protects its own pool, kept separate from the core and from every other cell.
- Permitted activities
- Labuan captive insurance or captive takaful, or operating as a mutual fund or Islamic mutual fund. Not a general-purpose trading company.
- Capital
- For captive insurance or takaful, a minimum of RM500,000 unimpaired by losses applies to the company as a whole, and each cell must stay solvent. For a fund, capital matches its operations.
- Legislation
- Formed under the Labuan Companies Act 1990 with cell shares. Captive insurance sits under Part VII of the LFSSA or LIFSSA.
- Tax
- Taxed under LBATA according to the activity, at 3% of audited net profits on trading activity where substance is met.
Why managers use a protected cell company.
Segregation, scale and cost in a single regulated entity.
A wall between every pool
Each cell is legally segregated, so a loss or a claim in one cell cannot reach another cell or the core.
One entity, not ten
Several pools sit under one company, one board and one administration, instead of a separate company for each.
An umbrella for your funds
Each cell can hold a different strategy or investor class, a familiar shape for fund managers running several mandates.
A home for captive cover
Separate lines of insurance or takaful cover sit in their own cells, each ring-fenced from the rest.
Add a cell, not a company
A new pool is a new cell, created under the existing entity, rather than a fresh incorporation.
Labuan tax treatment
Taxed at 3% on trading profits under LBATA where the substance rules are met.
Two common uses.
Fund managers use a protected cell company as an umbrella, coordinated with a Labuan fund manager licence. Corporates and groups use it for in-house cover, coordinated with a Labuan captive insurer licence.
We scope which use fits, form the company, and run the cells and reporting under our Labuan FSA licence.
How we set up your protected cell company.
Four steps from scoping the cells to a working, reporting entity.
Scope core and cells
We map the pools, confirm the activity is permitted for a PCC, and plan the core and the cells you need.
Incorporate the company
We incorporate the protected cell company under the Labuan Companies Act 1990 and put the capital and substance in place.
Create and document cells
We create each cell, issue the cell shares, and document the segregation between the core and the cells.
Administer and report
We run the accounts, the consolidated and per-cell reporting, and the regulatory filings on an ongoing basis.
Frequently asked.
Direct answers on segregation, umbrella funds, capital, permitted activities, tax and fees.
What is a Labuan protected cell company?
A Labuan protected cell company is a single limited liability company that can create cells. The core and the cells are not separate legal entities, but each cell is legally segregated from the others, so the assets of one cell are ring-fenced from the liabilities of another.
How does cell segregation work in a Labuan PCC?
The core holds the general, non-cell assets. Each cell holds and protects its own pool. The board must keep each cell's assets and liabilities separate from the general assets and from every other cell, so a claim against one cell cannot reach another.
Can a Labuan PCC be used as an umbrella fund?
Yes. As an umbrella fund, each cell can hold a different strategy, portfolio or investor group under one company, sharing one board and administration. It is a common structure for fund managers running several strategies.
What are the capital requirements for a Labuan PCC?
For captive insurance or takaful, a minimum capital unimpaired by losses of RM500,000 applies to the protected cell company as a whole, and each cell must stay solvent. For a mutual fund, the capital must match its operations.
What activities can a Labuan PCC carry out?
A Labuan PCC may carry on Labuan captive insurance or captive takaful business, or operate as a mutual fund or Islamic mutual fund. It is not a general-purpose trading company.
How is a Labuan PCC taxed?
A Labuan PCC is taxed under LBATA according to its activity, at 3% of audited net profits on trading activity where the substance requirements are met.
What are the annual fees for a Labuan PCC?
A protected cell company pays Labuan FSA fees for the company and for each cell, alongside the cost of administration and substance. We confirm the current amounts when we scope the structure.
What is the difference between a Labuan PCC and a standard Labuan company?
A standard Labuan company has no internal segregation. A protected cell company can ring-fence each cell, so a claim against one cell cannot reach another cell or the core, while keeping everything inside one legal entity.
Considering a protected cell company?
Tell us about the pools you need to separate. We confirm the structure, form the company, and run the cells under our Labuan FSA licence.
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