How do we assist you to strike off your Singapore company?
Due to unforeseen circumstances, the company shareholders may decide to cease operations and close down the Singapore company.
Your company secretary and tax agent can advise you on the proper procedures to strike off the entity.
The company should comply with the local regulatory requirements at all times. The company directors are responsible to prepare the company books up to the date of strike off.
Strike off a Singapore company
A Singapore company that no longer conducts business may apply to the Accounting and Corporate Regulatory Authority (ACRA) to be removed from the Companies Register. It is generally known as “striking off” a company.
Pay all outstanding taxes to IRAS
If a company wishes to successfully apply to ACRA to be struck off, it must clear all its tax liabilities with IRAS. If not, IRAS may object to the application.
To check if your company has unresolved tax issues, please log in to MyTax Portal or contact us via 24-hour toll-free services.
12 Key Matters to take note
Here are some important matters you should know when you intend to strike off a Singapore company.
1. The directors of the company have to receive written consent from a majority of the company’s shareholders stating that they are aware of the strike-off of the company.
2. The company must clear all debts with any government agencies or any banking institutions.
3. A company that is limited by guarantee has to file the company’s last set of audited or unaudited financial statements.
4. The company must stop all business operation. The other option is if they did not start any business operation at all.
5. The company must have zero liabilities or assets and to prepare a final management account.
6. The company is required not to have any court proceedings anywhere in Singapore.
7. The company must file its final tax returns and has no outstanding or pending tax liabilities.
8. The company must not have outstanding charges, penalties, or fees in the company’s register of charge.
9. To protect the public interest, a company director who has been disqualified from acting as a director on three or more occasions by ACRA in the past five years will be disqualified. After the third company is struck off, a company director is not permitted to participate in the management of any existing or new company for a period of five years.
10. The company’s bank accounts should not be closed until all outstanding matters have been resolved. IRAS will not be able to pay over the tax credit owing to the company to a third party (such as a director, shareholder, etc.) once the bank account of the company has been closed and there is a tax credit owed.
11. The company will obtain the tax credit due to it when it dissolves and it will be paid to the Insolvency Office when it dissolves. For those shareholders of the defunct company who wish to seek this tax credit, they can engage the Insolvency Office. The Insolvency Office will levy a fee for the processing of the claim, as it is an administrative process.
12. Following the dissolution of a company, an officer of the company who was being served immediately before the dissolution must ensure that the books and papers are retained for a period of at least five years after the dissolution of the company.
Clear all tax obligations with IRAS before applying for strike off
If a company wishes to be struck off from the Companies Register, it must settle all tax obligations before applying to ACRA.
Submit Income Tax Returns before applying for strike off
A company wishing to apply for strike off must submit its income tax returns (Form C-S/C) to and including the date of ceasing business. It is necessary to submit Form C along with financial statements and tax computations.
There is no IRAS Tax Clearance Letter
IRAS will not issue a tax clearance letter for strike-off purposes. You can review the latest notice of assessment (NOA) or statement of accounts (SOA) for outstanding tax matters.
Application to strike off a company
The first order for striking off a company in Singapore is to submit an online application with the ACRA. The usual amount of time to process a request for the strike-off is about seven days.
Review procedure for striking off
When the ACRA determines that the application is satisfactory and decides the company met all the requirements of the strike-off, you will reach a notification from ACRA.
ACRA will send a ‘striking off notice’ to the registered address of the company seeking strike off. The directors will receive the ‘Strike off’ notices at their respective residential address.
ACRA will also inform IRAS, and the company secretary.
Objection lodgement against strike off
If there are people who want to object to a company’s wind-up process, they can make an objection to the wind-up within one month.
You will receive a final notification approximate after four months which provide the confirmation that the Singapore company has been struck off. The final notification date is also the final date of the company’s strike off.
The entire strike off process usually takes about five to six months to complete. If your business is in need of closing in Singapore, it is a good idea to seek professional help to make the process smoother and more understandable.
The company must follow all legal and statutory regulations to complete the strike-off of the Singapore entity.
After striking off the Singapore company
A Court Order can restore a company within six (6) years from the date of striking off.
Final Note
Do you need help with the above matter? Reach out to our friendly Company Secretarial team for more information today.