Striking off

A company may apply to ACRA to strike its name off the Register pursuant to Section 344 of the Companies Act. ACRA may approve the application if it has reasonable cause to believe that the company is not carrying on business and the company is able to satisfy the criteria for striking off.

Guidelines on Application for Striking Off

A company can write to ACRA to apply for withdrawal of its application for striking off. The reason(s) for withdrawal should be clearly stated in the letter. The fee for the withdrawal application is S$30.

Bizfile transactions to be filed:

• Application for Striking Off
  The locally resident directors, professional firm or service bureau can submit the application. The application fee is S$35.
• Lodgment of an Objection Against Striking Off
  Any interested person can submit an objection against a striking off application upon payment of a fee of S$10.

If ACRA receives any objection, after approval of the application has been granted but before the company has been struck off the Register, it will inform the company of the objection. The company is given two (2) months to resolve the matter. If the company is unable to resolve the matter after two (2) months, the striking off process will be terminated. The company will have to submit a new application again if it still wishes to be struck off.

• Clearance of an Objection To Striking Off
  The person who objects to the striking off application must login to Bizfile to clear the objection before ACRA can proceed to process the striking off application. There is no fee required for this transaction.
• Notification of Intention to lodge an Objection to a Future Striking Off
  Any interested person (“applicant”) who suspects that a company (i.e. debtor) intends to apply to be struck off the Register may lodge a Notice of Intention upon payment of a fee of S$10.

An email will be sent to the applicant in the event that the company applies to be struck off and the application has been approved. The applicant can then submit an online objection via Bizfile under the application “Lodgment of an Objection Against striking off”.

The company is given two (2) months to resolve the matter. If the company is unable to resolve the matter after two (2) months, the striking off process will be terminated. The company will have to submit a new application again if it still wishes to be struck off.

Members’ Voluntary Winding up

A company may decide to wind up its affairs, voluntarily, if the directors believe that the company will be able to pay its debts, in full, within 12 months after the commencement of the winding up. The company will appoint a liquidator, or provisional liquidator, to wind up its affairs and file the necessary notifications required under the Companies Act. For more details, please refer to the Companies Act or seek professional advice.

Bizfile transactions to be filed:

• A Declaration of Solvency
• A Notice of Resolution (Others)
• A Notice of Appointment and Situation of Office of Provisional Liquidator(s)/Liquidator(s)
• The Liquidator’s Account of Receipts and Payments and Statement of the Position in the Winding Up
• A Dissolution of Company – A Return by the Liquidator Relating to the Final Meeting
• A Notice of a Change in the Situation of the Office of the Provisional Liquidator(s)/Liquidator(s)
• A Notice by the Provisional Liquidator(s)/Liquidator(s) of Cessation

Creditors’ Voluntary Winding up

A company may decide to opt for a “creditors’ voluntary winding up” if its directors believe that it cannot, by reason of its liabilities, continue its business. The company will appoint a liquidator, or provisional liquidator, to wind up its affairs and file the necessary notifications required under the Companies Act. For more details, please refer to the Companies Act or seek professional advice.

Bizfile transactions to be filed:

• A Notice by the Directors of the Company’s Inability to Continue Business
• A Notice of Resolution (Others)
• A Notice of Appointment and the Situation of the Office of Provisional Liquidator(s)/Liquidator(s)
• The Liquidator’s Account of Receipts and Payments and Statement of the Position in the Winding Up
• A Notice of the Holding of a Meeting of Creditors
• A Dissolution of a Company – the Return by the Liquidator Relating to the Final Meeting
• A Notice of a Change in the Situation of the Office of Provisional Liquidator(s)/Liquidator(s)
• A Notice by the Provisional Liquidator(s)/Liquidator(s) of Cessation

Compulsory Winding up

A company may be wound up under an Order of the Court under certain circumstances e.g. the company is unable to pay its debts. The Court may appoint a liquidator to wind up the affairs of the company. Where no liquidator is appointed by the Court, the Official Receiver shall be the liquidator of the company.

The liquidator will file the necessary notifications required under the Companies Act. For more details, please refer to the Companies Act or seek professional advice.

Bizfile transactions to be filed:

• A Notice of Winding Up Order and Particulars of the Liquidator(s)
• A Notice of Appointment and the Situation of the Office of the Provisional Liquidator(s)/Liquidator(s)
• A Statement of Affairs lodged by the Receiver or Receiver Manager, Liquidator(s), or Judicial Manager
• The Liquidator’s Account of Receipts and Payments and Statement of the Position in the Winding Up
• A Dissolution of Company – Winding up by Court Order
• A Notice of a Change in the Situation of the Office of the Provisional Liquidator(s)/Liquidator(s)
• A Notice by the Provisional Liquidator(s)/Liquidator(s) of Cessation

Receivership

A company may be placed under receivership, if a receiver is appointed to enforce a charge for the benefit of holders of debentures of the company. For more details, please refer to the Companies Act or seek professional advice.

Bizfile transactions to be filed:

• A Notice of an Appointment of a Receiver or Receiver and Manager
• A Statement of Affairs lodged by a Receiver or Receiver Manager, Liquidator, or Judicial Manager
• An Account of Receipt and Payments by Receiver or Receiver and Manager
• A Notice of Receiver or Receiver and Manager of Cessation of Office

Judicial Management

If a company, or its creditor(s), considers that the company is/will be unable to pay its debts and there is a reasonable probability of rehabilitating the company, instead of resorting to a winding up, the Court may, upon an application, order that the company be placed under judicial management. A judicial manager will be appointed. For more details, please refer to the Companies Act or seek professional advice.
Bizfile transactions to be filed:

• A Notice of a Petition for Judicial Management Order and Lodgement of a copy of petitions
• A Notice of and Lodgement of a Judicial Management Order
• A Statement of Affairs lodged by the Receiver or Receiver
• Manager, Liquidator, or Judicial Manager
• The Proposal/Revised Proposals by the Judicial Manager
• A Notice of the Report of the Result of the Meeting of Creditors on the Proposals of the Judicial Manager
• A Court Order to Discharge the Judicial Management Order
• A Notice by the Judicial Manager of Cessation of Office