
An authorised representative can apply on Bizfile to strike a foreign company’s Singapore branch off ACRA’s register. The application itself is free and approved immediately, but the branch is not actually removed for at least three months afterwards.
Raffles Corporate Services works with a panel of experienced Singapore law firms who offer cost-effective and efficient legal service and advice. This article is general information only and is not legal advice.
That gap between “approved” and “gone” is where most of the trouble lives. People treat the confirmation email as the end of the job, stop monitoring the registered address, and then discover eight weeks later that a striking off letter went to an address nobody checks and the whole thing has quietly stalled.
Here is what the process actually requires, what happens during the three month wait, and what goes wrong.
What striking off a foreign company means
A foreign company registered in Singapore is not a separate Singapore company. It is the same overseas legal entity, registered here so that it may carry on business through a branch. Striking off does not dissolve the overseas parent. It removes the Singapore registration, so that the foreign company no longer exists on ACRA’s register as a registered foreign company.
The statutory basis is section 344A of the Companies Act 1967, which gives the Registrar power to strike a foreign company off where the Registrar has reasonable cause to believe it is not carrying on business in Singapore.
Striking off is not the same thing as cessation. If the branch has simply stopped trading, that is a separate filing: a notice of cessation of business, lodged by the authorised representative. Cessation reports a fact. Striking off removes the registration. In many cases you will end up doing both, and in that order.
If you are still working out which of the two you need, our overview of the Singapore branch office of a foreign parent sets out what the branch registration obliges you to do while it remains live.
Who can apply to strike off a foreign company?
The applicant is the authorised representative. Every registered foreign company must have at least one, ordinarily resident in Singapore, and that person carries the branch’s filing obligations.
Where the foreign company has no authorised representative at all, a corporate service provider may make the application instead. That is the escape route for the situation that comes up most often in practice: the overseas parent has lost interest, the last local representative has gone, and the registration is sitting on ACRA’s register with nobody attending to it.
The entry criteria
The foreign company must meet at least one of the following triggers:
- The sole authorised representative cannot resign because the foreign company has not appointed anyone to replace them.
- The authorised representative asked the foreign company whether it intends to continue its Singapore operations and has had no reply for at least 12 months.
- The foreign company has no authorised representative.
Separately, all of the following must be true:
- No unpaid debts or unresolved matters with any government agency.
- No legal proceedings, in Singapore or anywhere else.
- No regulatory action or disciplinary proceedings, ongoing or pending.
- No assets and no liabilities, including no realistic prospect of a future claim.
That last condition is stricter than it reads. “Owns nothing and owes nothing” includes the small forgotten items: a retention sum on a completed contract, an undrawn bank balance, a security deposit with a landlord, an intercompany balance that has never been written off.
Applying when the criteria are not met is a false declaration. ACRA can investigate it, and the person who signed the declaration is the person who answers for it. If there is genuine doubt, resolve the doubt before you file, not afterwards.
What to do before you apply
None of this requires supporting documents to be uploaded. It requires the underlying housekeeping to actually be done.
| Step | What it involves |
|---|---|
| Confirm the criteria | Work through the trigger conditions and the “no debts, no claims, no proceedings” conditions honestly, in writing, before filing. |
| Check for outstanding tax credits | Once the entity is dissolved, unclaimed tax credits pass to the Insolvency and Public Trustee’s Office. Recovering them afterwards means a claim and processing fees. Far easier to clear them first. |
| Cancel GST registration | If the branch is GST registered, apply to IRAS to cancel the registration/gst-registration-deregistration/cancelling-gst-registration). |
| Update the entity’s information | The registered office address and the entity’s email address must be current. This is the single most important item on the list. |
| Check for court summons | Look in the Bizfile inbox for anything outstanding from ACRA. |
| Gather the details | The UEN, and the cessation date if the branch has ceased business. |
The filing itself carries no fee and is approved immediately on submission.
The steps, in order
You will need Corppass access to the entity. If that is not already in place, sort it out first, because it is not a five minute job. Our guide to logging in to Bizfile as a business user covers the route.
- Log in to Bizfile as a Business User, through Corppass.
- Open Deregister on the top menu, choose Foreign company, then Apply to strike off business entity.
- Start the transaction and enter the entity’s UEN.
- Confirm the declarations. Read them. They are the declarations you will be held to.
- Submit. Approval is immediate and there is no fee.
- Watch for the confirmation in your Bizfile inbox.
Submission is the easy part. What follows is a waiting period with real obligations attached.
What happens in the three months after approval
Approval of the application is not the striking off. It starts a process that runs for at least three months, longer if anyone objects.
| Stage | What happens |
|---|---|
| ACRA review and notification | ACRA may post a striking off letter to the registered office address and to officers’ residential addresses. The entity stays “Live” throughout. |
| 30 day objection window for officers | Officers have 30 days from the date of the striking off letter to object. |
| First Gazette notification | If nobody objects, ACRA publishes the name in the First Gazette within 30 days of approval. |
| 60 day waiting period | Any interested party may object. An accepted objection means ACRA writes to you naming the objector and the reason, and you have two months to resolve it directly. |
| Final Gazette notification | If the period passes clean, ACRA publishes the Final Gazette and the entity is struck off on the stated date. It is removed from the register and no longer legally exists as a registered foreign company here. |
If an objection is not resolved within the two months, the application lapses. You can only apply again once the objection has been cleared, which means going back to the objector and dealing with whatever they were actually concerned about.
What goes wrong, and what it costs
The registered address is stale. This is the failure mode. ACRA sends the striking off letter to the registered office address on file. If the branch gave up its office two years ago and never updated ACRA, the letter goes nowhere. The strike off can fail and the entity reverts to “Live” status, which means the registration continues, the authorised representative’s obligations continue, and you start again. Update the address before you apply, not after.
Nobody is watching the Bizfile inbox. Objections, notices and ACRA correspondence land there. A branch being wound down is exactly the kind of entity nobody logs in to check. Our piece on the ACRA alerts companies miss explains what sits in that inbox and why it matters.
A forgotten liability surfaces during the objection window. An unpaid supplier, an unfiled tax matter, a dormant intercompany balance. The objection is accepted, you get two months to fix it, and the timeline resets.
The parent assumes striking off cleans up everything. It does not. Obligations that crystallised while the branch was registered do not disappear because the registration did.
Someone wants it back. A struck off entity can be restored within six years by court order, filed on Bizfile, after which the status returns to “Live”. That is a court application with costs and a real prospect of refusal. Recent amendments have widened the grounds on which restoration can be refused, which we cover in new grounds to refuse company restoration. Strike off on the assumption that it is permanent.
Changed your mind before the process completes? You can withdraw the application through Bizfile at any time, free of charge. ACRA then publishes the entity in its list of withdrawn striking off applications.
Frequently asked questions
Does striking off the Singapore branch affect the overseas parent company?
No. Striking off removes the foreign company’s Singapore registration. The overseas entity continues to exist under its own home jurisdiction’s law. Only its right to carry on business in Singapore through the registered branch ends.
How much does it cost to strike off a foreign company?
ACRA charges no fee for the application to strike off a business entity, and no fee to withdraw it. Your costs are the clean-up work before filing: closing bank accounts, cancelling GST registration, settling balances and updating records.
How long does the whole thing take?
At least three months from ACRA’s approval, and that assumes nobody objects. The approval itself is immediate on submission. An objection that is accepted gives you two months to resolve it, so a contested strike off runs considerably longer.
Can I strike off if the branch still has money in a Singapore bank account?
No. The criteria require the company to own nothing and owe nothing. Close the accounts and deal with the balance first. Money left behind, including unclaimed tax credits, passes to the Insolvency and Public Trustee’s Office on dissolution.
What if the foreign parent has stopped responding entirely?
That is precisely what the 12 month rule covers. If the authorised representative has asked whether the parent intends to continue Singapore operations and has had no answer for at least 12 months, that is one of the qualifying triggers. Keep the correspondence.
Do I need to file a cessation notice as well?
If the branch has ceased business in Singapore, yes. The authorised representative files the cessation separately through Bizfile. Cessation records that trading stopped. Striking off removes the registration. They are different filings.
Closing a branch properly the first time
The branch closures that go badly are almost never the ones where the criteria were arguable. They are the ones where someone filed the application, considered the matter closed, and stopped opening the post.
Raffles Corporate Services handles branch deregistrations for foreign parents winding back their Singapore presence: the pre-filing clean-up, the GST cancellation, the address updates, the Bizfile submission, and the monitoring through both gazette stages so that nothing lapses on a technicality. If you have a Singapore branch that nobody has looked at in a while, the first conversation is usually a short one.
You can reach us through Raffles Corporate Services, or read more on Singapore corporate secretarial practice at Singapore Secretary Services.
The Editorial Team, Raffles Corporate Services
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