Closing down a Singapore company that is no longer trading is rarely a priority for busy directors — until ACRA’s annual return reminders, IRAS late-filing letters, and corporate-secretarial fees start mounting on a vehicle nobody uses. The clean answer for most dormant or wound-down private companies is to strike the company off the ACRA register under Section 344A of the Companies Act 1967. Done correctly, striking off is fast, cheap, final, and leaves a clean compliance footprint. Done poorly, it can be objected to, reversed via court reinstatement, or expose directors to personal liability.
This 2026 guide walks through the complete strike-off process: eligibility, document checklist, the public-objection window, what happens if you have outstanding obligations, and how the application differs from winding up.
What is striking off?
Striking off is the administrative process by which ACRA removes a defunct company from the register. It is governed by Section 344 and Section 344A of the Companies Act 1967. Section 344A allows the company itself to apply, while Section 344 allows the Registrar (ACRA) to strike off a company on its own initiative — typically for failure to file annual returns or unresponsiveness to ACRA notices.
Strike-off is fundamentally different from winding up. There is no liquidator, no court order, no creditor process. ACRA simply removes the company name from the register. Striking off therefore only works where the company has nothing left to deal with — no creditors, no assets, no disputes, no pending litigation.
Strike-off vs winding up — which one is right?
| Feature | Striking off (s.344A) | Members’ voluntary winding up |
|---|---|---|
| Initiated by | Company application to ACRA | Special resolution + appointment of liquidator |
| When suitable | Dormant or wound-down, no assets/liabilities | Solvent company with assets to distribute |
| Cost (excl. fees) | Low (few hundred SGD) | Significantly higher (liquidator fees, gazette ads) |
| Timeline | ~4–5 months end-to-end | 6–12 months typically |
| Public notice | ACRA Gazette publication | Multiple statutory publications |
| Outcome | Company removed from register | Company dissolved after liquidator’s final account |
| Reversible? | Court reinstatement under s.344C | Liquidator’s final account is harder to undo |
For directors of solvent companies that still hold assets — cash, IP, receivables, plant and machinery — winding up is usually the correct route. For dormant or pre-cleansed companies, strike-off is far simpler. For an in-depth contrast, see our companion article on Winding Up a Dormant Singapore Company.
Strike-off eligibility — ACRA’s tests
Before applying, the company must satisfy all of the following:
- The company has not commenced business since incorporation, or has ceased trading;
- The company has no outstanding tax liabilities owing to IRAS;
- The company has no outstanding debts owed to any other government agency (CPF Board, MOM levies, GST, etc.);
- The company is not indebted to any non-government creditor;
- The company has no outstanding charges in its register of charges;
- The company is not involved in any court proceedings (in Singapore or elsewhere);
- The company is not subject to ongoing regulatory action;
- The company has no assets or liabilities at the date of application;
- All directors must consent in writing to the application.
If any one of these is not satisfied, ACRA will reject the application — or worse, allow it through and then reverse it on objection later. Get these right at the outset.
Pre-application cleansing — the part most directors underestimate
The eligibility tests sound mechanical, but actually achieving them requires substantive work. A realistic strike-off prep checklist includes:
1. File all overdue ACRA returns and IRAS tax returns
You cannot strike off a company that has overdue annual returns or unfiled tax returns. File all outstanding Annual Returns at ACRA and clear all outstanding Form C / Form C-S corporate income tax returns at IRAS. See our Annual Return Filing Singapore guide.
2. Close all bank accounts
Every Singapore corporate bank account must be closed before strike-off. ACRA’s online application explicitly asks whether all bank accounts have been closed. Pay out the last balance — usually to the shareholders as a final dividend or capital return — and obtain the bank’s closure letter.
3. Deregister for GST
If the company is GST-registered, file the final GST return (Form GST F5) and apply to cancel GST registration via Form GST F9. Settle any outstanding GST liability with IRAS before applying for strike-off.
4. Close CPF and IRAS employer accounts
If you have ever had employees, close the CPF Submission Number and any IRAS employer / withholding tax accounts. Final IR8A / IR21 returns must be filed.
5. Discharge any charges
If the company has charges registered against it (typically banking facility security), each charge must be discharged at ACRA before strike-off. Lodge a notice of satisfaction.
6. Dispose of all assets and settle liabilities
A strike-off company must have a zero balance sheet at the application date. Distribute remaining assets to shareholders (as final dividend or capital reduction); settle remaining creditors. Document the closing journal entries so that the final management accounts are clean.
The application itself
The strike-off application is made online via the ACRA BizFile+ portal. The filer is the company’s corporate secretary or a director with a BizFile+ login. The form (Application for Striking Off) requires:
- Confirmation of all nine eligibility statements above;
- The date the company ceased operations;
- The last set of financial statements (filed if applicable);
- A declaration of solvency / nil-asset status from the directors;
- Payment of the ACRA filing fee (currently nominal — usually waived or under S$50).
The official ACRA pages and forms are available at acra.gov.sg.
What happens after submission
Stage 1 — ACRA initial review (1–2 weeks)
ACRA checks the eligibility statements and may send a request for clarification if any item looks inconsistent. Common queries: open bank accounts visible in IRAS records, unresolved IRAS tax positions, undisclosed assets.
Stage 2 — First strike-off notice (Day ~30)
If satisfied, ACRA publishes a notice in the Government Gazette announcing the intention to strike the company off the register. The notice gives any objector 30 days to lodge an objection.
Stage 3 — Objection window (30 days)
Any person — typically an unpaid creditor or a tax authority — may lodge an objection. If a valid objection is filed, ACRA will not proceed. The applicant must resolve the objection before re-applying. Common objectors: IRAS where a tax debt has surfaced, CPF Board for unpaid CPF, an unpaid trade creditor.
Stage 4 — Final strike-off notice (Day ~90)
If no objection is received, ACRA publishes a final strike-off notice. The company is removed from the register on a date specified in the final notice.
Stage 5 — Dissolution (Day ~120 onwards)
The company ceases to exist as a legal entity. Its registered name becomes available for re-use. Directors are released from their statutory duties in respect of that company.
Document checklist (full set)
| Document | Notes |
|---|---|
| Latest unaudited management accounts | To prove nil assets/liabilities at application date |
| Bank closure letters | For every Singapore and foreign account |
| Final IRAS tax clearance | Latest Form C / C-S and Notice of Assessment |
| GST cancellation confirmation | If previously GST-registered |
| Directors’ consent letters | Signed consents from all directors |
| Discharge of charges | Memorandum of Satisfaction filed at ACRA |
| Shareholders’ resolution | Where the constitution requires shareholder approval |
| Annual returns (all up to date) | No outstanding returns can remain |
What if ACRA strikes you off — and you didn’t want it to?
Under Section 344, ACRA can strike off a company at its own initiative — usually for failure to file annual returns or unresponsiveness to notices. If your company is struck off involuntarily, you can apply to the High Court for reinstatement under Section 344C. We have covered this extensively elsewhere — see Winding Up a Dormant Singapore Company and related court-reinstatement articles on the site.
The basic rule: a struck-off company can usually be reinstated within 6 years of strike-off, though there is some flexibility for longer periods in special circumstances. Reinstatement is a court application and requires a Singapore Advocate & Solicitor.
Director liability after strike-off
Strike-off does not extinguish unpaid tax, CPF or creditor claims. If a debt surfaces post-strike-off, IRAS or a creditor can apply to court to have the company reinstated under Section 344C, then enforce. Directors can also be held personally liable in narrow circumstances — for example, for unpaid CPF (under the CPF Act) or for false declarations made in the strike-off application.
Practical advice: do not apply to strike off a company that has any potential exposure you have not yet quantified. Settle first, then strike off. The discipline of running a full close-out — final accounts, tax clearance, bank closure letters — flushes out hidden exposures before they become reinstatement applications.
Common mistakes
- Applying with bank accounts still open;
- Forgetting to close CPF / IRAS employer accounts;
- Outstanding loans from directors / shareholders to the company (yes, these count as company liabilities);
- Ignoring an outstanding charge over assets that has been substantively repaid but never formally discharged;
- Failing to file the final Form C / C-S before applying;
- Forgetting to deregister GST.
How RCS handles strike-off for clients
Raffles Corporate Services runs strike-offs as a defined product. We start with a 30-minute eligibility scope (does the company actually qualify?), produce a pre-cleansing checklist tailored to the company’s tax, GST and CPF history, execute the cleansing (final accounts, tax clearance, bank closures, charge discharges) and only then file the ACRA application. We monitor the gazette window for objections, respond to any ACRA queries, and confirm the final strike-off in our records and yours.
If your company is no longer trading and you’re tired of paying for corporate secretarial, audit and tax filings on a vehicle you don’t use, the answer is usually strike-off. The hard part is the pre-cleansing — and that’s where most of the value (and most of the risk) sits.
Conclusion
Striking off a Singapore company is the cleanest way to retire a dormant or wound-down private entity. Get the pre-cleansing right, file a complete application, and within about four months the company will be off the register and the recurring fees will stop. The biggest risk is not the form-filling — it’s leaving an unresolved tax, CPF or creditor exposure that surfaces later and forces a reinstatement. Settle first, file second.
— The Editorial Team, Raffles Corporate Services