Comprehensive Guide to Striking Off a Company in Singapore

Striking off a company is a formal process under Singapore’s Companies Act that involves removing a company’s name from the official register maintained by the Accounting and Corporate Regulatory Authority (ACRA). This procedure is typically undertaken when a company has ceased operations or is no longer required. Understanding the roles of key regulatory bodies, including ACRA and the Inland Revenue Authority of Singapore (IRAS), and adhering to the relevant legal requirements are crucial for ensuring a compliant and efficient dissolution process. This guide provides a detailed overview of the striking off procedure and essential considerations.

What is Striking Off?

Under Section 344 of the Singapore Companies Act (Cap. 50), striking off refers to the legal process of removing a company from ACRA’s register. Once struck off, a company ceases to exist as a legal entity and is no longer subject to statutory obligations. This process is suitable for companies that are inactive, have settled all their liabilities, and resolved any legal issues.

Procedure for Striking Off a Company

1. Verify Eligibility

Before starting the striking off process, confirm that the company meets the following conditions:

• The company has ceased all business operations.
• All financial obligations, including debts and taxes, have been fully settled.
• There are no ongoing legal disputes or proceedings.
• The company has adhered to all compliance requirements set by ACRA and the Companies Act.

2. Resolve Tax Obligations with IRAS

Ensure all tax matters are addressed with IRAS by:

• Filing the final tax return, detailing all income and expenses.
• Settling any outstanding taxes or penalties.
• Confirming there are no unresolved tax disputes with IRAS.

3. File the Application with ACRA

To commence the striking off procedure, submit an application to ACRA via the BizFile+ portal. The application should include:

• Confirmation that the company has ceased operations and has no outstanding liabilities.
• A board resolution from the company’s directors authorising the striking off.
• Assurance that no objections have been raised by creditors or other relevant parties.

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4. Public Notice

ACRA will publish a notice of the proposed strike-off in the Government Gazette. This notice allows interested parties to raise any objections if they have concerns about the company’s closure.

5. Finalising the Striking Off

If no objections are received during the notice period, ACRA will proceed with the striking off. The company’s name will be formally removed from the register, and it will no longer be recognised as a legal entity.

Key Considerations

• Completion of Final Returns: Ensure all final returns and compliance documents, including annual returns, are submitted as required by the Companies Act before applying for striking off.
• Settlement of Debts: Resolve all outstanding financial obligations, including loans, invoices, and other debts, to facilitate a smooth strike-off process.
• Notification of Stakeholders: Inform employees, clients, suppliers, and other stakeholders about the company’s closure to manage relationships and avoid potential misunderstandings.
• Record Retention: Maintain all significant records, such as financial statements and tax documents, for at least five years following the company’s striking off. This is essential for any future reference or potential legal issues.

Summary

Striking off a company in Singapore involves a systematic process governed by the Companies Act and regulated by ACRA and IRAS. By ensuring all conditions are met, financial obligations are settled, and proper documentation is filed, business owners can efficiently manage their company’s dissolution. Following these steps carefully will help ensure a smooth and compliant striking off process.

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