M&A Adviser Fees in Singapore: Typical Ranges and How They Work (2026)

The fee models at a glance

Nobody publishes an official fee schedule for M&A advisers in Singapore. What exists is a handful of advisers and brokers who put their own fees on their websites, plus fee surveys and one unusually detailed government source: Japan’s Small and Medium Enterprise Agency, which has no role in Singapore but publishes the most detailed official data on adviser fees we have found. The table below brings these together. Firm-level figures come from five fee pages published by advisers and brokers in Singapore, reviewed on 9 October 2026; we report them in aggregate.

Two cautions before you use these numbers. First, firms that publish their fees are not a random sample: three of the five pages state that they charge no retainer, or generally no monthly retainer, and four say nothing is payable before completion, while surveys of advisers find upfront fees are the norm. Second, the surveys are not Singapore samples. Axial’s 2026 guide draws on 331 lower middle market advisers in its network; Firmex’s 2024-2025 guide surveyed more than 450 advisers “across six continents”. Treat them as a guide to structure, not to Singapore price levels.

What drives the percentage

Deal size. Most sources show the same direction: the bigger the deal, the lower the percentage. There are exceptions: one Singapore fee page charges a flat 5% whatever the size, and 13% of advisers in Axial’s 2026 survey use an accelerator that raises the rate above a threshold. Japan’s SME Agency analysed fees actually reported by registered advisers (FY2021 data) and found that once the share price exceeds ¥40 million, the median fee is about 10% of the price, falling to about 5% to 7% as deals get larger. The reason it suggests is simple: a sale needs a set amount of work whatever the price.

Risk and complexity. When Axial asked 331 advisers what matters most when they propose a success fee, 66% rated the risk of the deal not closing as very important, 66% rated engagement size and 58% rated complexity. Only 13% rated overall M&A market activity as very important, and 9% competition from other advisers. In that survey, at least, the fee was priced mainly on the deal rather than the market.

Retainers and what they buy

A retainer, sometimes called a work fee or engagement fee, pays for the work done before any buyer appears: preparing the numbers, writing the information memorandum and mapping who might buy. It also tests commitment on both sides.

Survey data shows how the market splits:

• Upfront fees are common. In Axial’s 2026 survey, 31% of advisers charge a one-time fixed retainer and 29% a monthly retainer. In total, 71% charge some form of upfront fee.
• Success-only is growing. The share charging no upfront fee rose to 29%, up from 19% in the previous survey.
• Japan, measured by deal. In 425 seller-side share sales reported to Japan’s SME Agency (FY2021 data), part of the fee was received before the final contract in 52.9% of these deals, and the fee was success fee only in 47.1%.
• Retainers are often credited. In Firmex’s 2021-2022 EMEA survey, 51% said engagement or retainer fees are typically netted against the success fee, and Firmex’s 2024-2025 guide reports that more firms than the year before agreed to deduct work fees from success fees.

Neither model is wrong. A retainer means you pay something even if no deal closes; success-only means the adviser carries that risk and prices it into the success fee or the minimum. What matters is that you can compare the total.

Minimum fees: why small deals pay a higher percentage

A minimum fee sets a floor on what the adviser earns. It exists for the same reason the percentage falls on bigger deals: the work does not shrink with the price.

The most detailed data again comes from Japan. In the SME Agency’s survey of registered advisers (FY2021 data, published March 2023), 385 of 460 respondents (84%) set a minimum fee, and the median among the 374 who stated an amount was ¥5 million. In its June 2025 paper the Agency added that minimum fees are generally set, and that many advisers set them at ¥5 million or ¥10 million.

The effect on a small deal is dramatic. In one hypothetical example in Japan’s guideline, a ¥50 million sale with a ¥10 million minimum fee costs 20% of the price before consumption tax. In Singapore, one fee page with a S$100,000 minimum points out that on a S$1 million sale its fee is effectively 10%.

The lesson: on a smaller deal, ask for the minimum fee first and the percentage second.

Worked examples: S$5 million and S$20 million

The table applies the published ranges above to two round sale prices. This is illustrative arithmetic, not a quote: real fees depend on the base, the timing and the terms of each engagement letter.

How the figures are calculated. Double Lehman at S$5 million: 100,000 + 80,000 + 60,000 + 40,000 + (2% × 1,000,000 = 20,000) = 300,000. At S$20 million: 280,000 + (2% × 16,000,000 = 320,000) = 600,000. Retainer example: 6 × 10,000 = 60,000; 3% × 5,000,000 = 150,000; 3% × 20,000,000 = 600,000. The stepped-scale figures are the publishing firm’s own worked figures for those prices. The 3% rate and the six-month retainer are assumptions chosen from within the published ranges.

Two things stand out. Very different structures can land on the same number (three rows give S$600,000 at S$20 million). And whether a retainer is credited can move the total by more than a percentage point on a smaller deal. Then add GST: on a S$300,000 fee from a GST-registered firm, 9% adds S$27,000.

The base and the timing matter as much as the rate

The same percentage produces very different fees depending on what it is applied to. Japan’s SME Agency lists the common bases: the share price; the share price plus loans from the owner; enterprise value (share price plus net debt); and total assets transferred (share price plus all debt and liabilities). On a company with debt, a fee on enterprise value is larger than a fee on the price you receive for your shares.

Timing matters too. In Firmex’s 2018-2019 survey, 55% of advisers said their success fee is paid in full on closing, regardless of when the seller receives each part of the price. If part of your price is an earn-out or other deferred consideration, a fee paid in full at completion can be due on money you may never receive. Firmex’s 2024-2025 guide reports that more firms than in 2023 agreed to delay fee payments when the seller is paid over time, so it is worth asking.

The day-1 cheque is the number. Everything else is a negotiation you haven’t started.

Gwee Yi Chen, Growth Alliance Capital

Other costs of selling a company in Singapore

The adviser fee is not the only cost. The others, from official sources where they exist:

• Your lawyers and accountants. Billed separately under their own engagement letters. No official schedule exists, so ask for a fee estimate or cap tied to a defined scope.
• GST. IRAS states that “The current GST rate in Singapore is 9%.” GST-registered advisers, lawyers and accountants add it to their fees.
• Stamp duty on a share sale. 0.2% of the purchase price or the value of the shares, whichever is higher. IRAS lists the buyer as the party who pays, unless the sale agreement says otherwise. Where the price is at least the value of the shares, that is S$10,000 on a S$5 million share sale and S$40,000 on S$20 million.
• Competition filing, only if you choose to notify. Notifying CCS is voluntary. If the parties do notify, the fee is S$5,000 in the two SME cases CCS sets out (for example, where all merger parties are SMEs, meaning annual turnover of not more than S$100 million or not more than 200 employees), and from S$15,000 upwards in other cases.
• Tax on the gain. For individuals, IRAS states that gains from selling shares in Singapore are generally not taxable. Whether a particular gain is capital or trading in nature depends on the facts, so take tax advice on your own position.

Questions to ask about any fee proposal

Fee structure shapes behaviour, so read the engagement letter as carefully as the percentage. These questions, and the warning signs behind them, apply to every model:

1. What is the fee calculated on? Share price, enterprise value or total assets? A fee base that is not written down is a warning sign.
2. Is there a minimum fee, and at what deal size does it apply? Convert every proposal into dollars at your likely price, not just a percentage.
3. Are retainers credited against the success fee? And what happens to them if no deal closes?
4. When is the fee paid on deferred money? At completion, or when you actually receive it?
5. What triggers the fee? Does a partial sale, a minority investment or a refinancing count?
6. How long is the tail? For how long after the engagement ends does the adviser earn a fee if you sell to a buyer they introduced? See M&A deal documents explained for the clauses.
7. What expenses are billed in addition, and is GST added?
8. Is the adviser also paid by the buyer? Japan’s guideline distinguishes intermediaries, which contract with and charge both seller and buyer, from advisers acting for one side only. Either can be legitimate, but it should be disclosed in writing.
9. If the adviser asks for exclusivity, for how long? Know the length of any exclusive mandate and how you can end it.

For how to judge an adviser beyond fees, see how to choose an M&A adviser in Singapore.

Key terms

• Success fee: the fee paid when the deal completes.
• Retainer: a fixed fee paid whether or not the deal completes.
• Enterprise value and equity value: two common fee bases that differ by the company’s net debt.
• Earn-out and escrow: parts of the price you receive later, or conditionally.
• Exclusivity and stamp duty.
• M&A adviser versus business broker.

Key takeaways

• Fee pages published by advisers and brokers in Singapore quote success fees for their own services from about 1% to 10% of the price, falling as deals get larger; the same pages describe wider market ranges, of 8% to 12% for businesses under about $1 million on one page and 3% to 15% on another. There is no official schedule.
• Most of these Singapore fee pages say they charge no retainer or generally no monthly retainer; in Axial’s 2026 survey of 331 lower middle market advisers (not a Singapore sample), 71% charge some upfront fee, though success-only arrangements are growing.
• The percentage falls as deal size rises; on small deals, the minimum fee decides what you pay.
• Compare proposals in dollars, on the same base, with retainers, expenses, GST and timing included.
• Stamp duty on a share sale is 0.2% and payable by the buyer unless agreed otherwise; for individuals, gains on selling shares in Singapore are generally not taxable.

How Growth Alliance Capital charges

You pay a retainer up front. Any success fee is paid only when you close. See how we work for the process.

This guide summarises published fee pages of Singapore advisers and brokers (reviewed 9 October 2026 and reported in aggregate), fee surveys by Axial and Firmex, Japan’s Small and Medium Enterprise Agency, and official Singapore sources (IRAS, CCS). Japanese figures are in yen and are not Singapore market rates. Worked examples are illustrative arithmetic. It is not tax or legal advice. Drafted with AI assistance and checked against its sources. Questions: yichen@gacapital.com.sg or WhatsApp +65 8827 0381.