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Dormant Companies


What is a Dormant Company?

A company is considered dormant during a period in which no accounting transaction occurs.

Please note that the following transactions will not affect the dormant status of the company:

  • The appointment of a secretary of a company;
  • The appointment of an auditor;
  • The maintenance of a registered office;
  • The keeping of registers and books;
  • The payment of fees to the Registrar or an amount of any fine or default penalty paid to the Registrar (ACRA)
  • The taking of shares in the company by a subscriber to the memorandum in pursuance of an undertaking of his in the memorandum.

Is a Dormant Company required to file Annual Return?

Yes, however, they no longer need to attach the Statement by dormant companies exempting them from audit requirements (currently in PDF format). The appropriate online declarations will appear in the new Annual Return if the correct company type has been selected earlier.

Is a Dormant Company exempted from audit?

The audit exemption applies to the financial accounts of a dormant company for any financial year beginning on or after 15 May 2003.

What is an audit exemption?

Companies that are exempted from audit requirements are not required to have their financial accounts audited. Instead, they will submit the unaudited financial accounts. If the company chooses to have the financial accounts audited, it will submit the audited financial accounts together with the auditor’s report.

Can ACRA require the accounts to be audited?

The Registrar may require the company to submit audited accounts and the auditor’s report, to the Authority, if

  • the Registrar believes that there has been a breach of the Companies Act; or
  • it is otherwise, in  public interest, to do so.

Is a Dormant Company required to file any documents to IRAS?

A dormant company must submit its Income Tax Return (Form C) unless it has been granted a waiver from IRAS.

The company may apply for a waiver from IRAS by submitting the form ‘Application for a Waiver to Submit Income Tax Return (Form C) by a Dormant Company’.

More information on Dormant Company

Last Updated/Reviewed on 15 Sep 2009