Corporate Compliance

Closing a Singapore Company in 2026: Striking Off Costs, the New Restoration Rules, and What to Settle First

ATHR Content Team
July 23, 2026
Company members in an AGM discussing the strike off a local company

A struck off company meaning is straightforward on paper: the company's name is removed from ACRA's register and it ceases to exist as a legal entity from the date stated in ACRA's Final Gazette Notification. In practice, closing a Singapore company involves a defined sequence of settlements, a multi-month waiting period built into the law, and, as of 2026, a clarified position on when a struck-off entity can be brought back onto the register.

Two developments matter for anyone planning to close a company this year. First, provisions under the Corporate and Accounting Laws (Amendment) Act 2025 clarify that the Registrar and courts must refuse an application to restore a struck-off entity in specific circumstances, aligning restoration with rules that already applied to company registration and winding up. Second, from 1 August 2026, IRAS requires companies applying for strike off to use an updated digital service to file outstanding tax returns before the ACRA application can proceed cleanly.

This guide covers what striking off actually means, what it costs, the full process from application to Final Gazette, the settlement checklist IRAS and ACRA both expect, and the restoration rules that now apply.

Key Takeaways

  • A struck off company meaning: its name is removed from ACRA's register under Section 344 of the Companies Act, and it ceases to exist as a legal entity from the date stated in the Final Gazette Notification
  • ACRA charges no filing fee for a striking off application; the process typically takes 4 to 6 months end to end, driven by mandatory notice and objection periods
  • Provisions under the Corporate and Accounting Laws (Amendment) Act 2025 clarify that the Registrar and courts must refuse restoration of a struck-off entity where it is likely to be used for an unlawful purpose or would be contrary to national security or interest
  • A struck-off company can be restored by Court Order within 6 years; from 1 August 2026, companies must use IRAS's updated digital service to file outstanding returns before applying to strike off

What Does "Struck Off Company" Actually Mean?

A struck off company is one whose name has been removed from ACRA's register of companies, meaning it no longer exists as a legal entity from the date specified in the Final Gazette Notification. Once struck off, the company cannot trade, hold assets, enter contracts, or sue or be sued in its own name, though directors and former officers retain certain residual obligations.

The Legal Basis: Section 344 of the Companies Act

Striking off operates under Section 344 of the Companies Act 1967. ACRA may strike off a company where there is reasonable cause to believe it is not carrying on business or is not in operation, whether the company applies voluntarily or ACRA initiates the process itself, most commonly after a company repeatedly fails to file its annual returns. This guide focuses on the voluntary route, where a company applies proactively to close down cleanly.

Struck Off vs. Wound Up: Why the Distinction Matters

Striking off suits a company that has stopped trading, holds no assets, and has no outstanding liabilities. Where a company has assets to distribute to shareholders, or debts requiring a formal settlement process, voluntary winding up with an appointed liquidator is the correct route instead. Attempting to strike off a company that still holds assets or owes money almost always results in an objection that halts the process, which is why the settlement checklist below matters as much as the application itself. Singapore's Simplified Insolvency Programme offers a further route for small insolvent companies with limited assets, sitting between straightforward striking off and a full formal winding up, though it applies only where the company meets specific eligibility criteria around size and debt levels.

How Much Does It Cost to Strike Off a Company in Singapore?

ACRA does not charge a filing fee for a striking off application, making it the least expensive formal closure route available to a Singapore company. The real cost sits not in the application itself but in the preparatory work required to bring the company into a debt-free, asset-free position that ACRA and IRAS will accept.

ACRA's Application Fee: Free

The striking off application is submitted on BizFile at no cost, whether filed by a company officer directly or by an appointed corporate service provider on the company's behalf. This applies equally to local companies, foreign company branches, and limited liability partnerships.

Where the Real Cost Sits: Settling Obligations First

The financial cost of closing a company comes from clearing outstanding tax liabilities, settling employee-related obligations, closing bank accounts, and, in many cases, engaging a corporate service provider or accountant to prepare the final set of accounts and tax filings IRAS requires. A company that has been dormant and well-maintained throughout its life closes far more cheaply than one with several years of unfiled returns or unresolved CPF matters to untangle first. A company with straightforward, up-to-date records typically needs only a final set of accounts and a striking off filing, while a company that has drifted for several years may need multiple years of catch-up filings prepared and submitted before ACRA will even consider the application, which is where the bulk of any professional fee sits.

What to Settle Before You Apply

IRAS and ACRA both require a company to be fully clear of outstanding obligations before a striking off application will succeed. Meeting these requirements before submitting the application, rather than after ACRA raises an objection, avoids the two-month delay that a mid-process objection creates.

IRAS Tax Obligations

Per IRAS's guidance for companies applying for strike off, all outstanding tax liabilities and obligations must be settled with IRAS before applying to ACRA. This includes filing all Corporate Income Tax Returns, whether Form C-S, Form C-S Lite, or Form C, up to the date of business cessation. IRAS does not issue a separate tax clearance letter for strike off purposes; instead, the company should retrieve its latest Notice of Assessment and Statement of Accounts from mytax.iras.gov.sg to confirm no outstanding matter remains. Where the company was previously GST-registered, GST deregistration must also be completed first.

From 1 August 2026, companies applying for strike off must use IRAS's Apply for Waiver/File Last Form C-S/C (Dormant/Striking Off) digital service to file outstanding Corporate Income Tax Returns for any advance Years of Assessment up to the date of cessation. This replaces the earlier process for these specific filings and is a procedural update rather than a change to the underlying tax obligation itself, but companies preparing a strike off application from August 2026 onward should confirm they are using the correct digital service rather than an older filing pathway. Where an IRAS objection is not resolved within 2 months of the objection date, the company must submit an entirely new ACRA strike off application once the objection is cleared, restarting the timeline described below.

CPF, Employees, and Work Passes

All employment contracts must be terminated, all salaries and any retrenchment benefits paid, and all outstanding CPF contributions settled before applying. Any employees holding Employment Pass, S Pass, or Work Permit status must have their passes cancelled, since active work pass holders signal to ACRA that the company is still operating.

Bank Accounts, Assets, and Registered Charges

All corporate bank accounts must be closed, since cash left in an account counts as an asset the company should not hold at the point of striking off. Any registered charges, such as bank security over company assets, must be discharged with ACRA before the application is submitted. A company that is party to any pending court or tribunal proceedings, in Singapore or overseas, cannot be struck off until that matter is resolved.

The Striking Off Process, Step by Step

Once the company meets all settlement criteria, the striking off process follows a fixed statutory sequence with two built-in waiting periods: a 30-day window for initial objections and a 60-day Gazette period before the company is formally dissolved.

Step 1: Submit the application on BizFile. A company officer or an appointed corporate service provider files the application, confirming the company meets the striking off criteria and providing the reason for closure. Where the company has other position holders, the majority of directors must endorse the application. All or most of the directors must endorse the application within 14 days. Otherwise, the application will lapse.

Step 2: ACRA reviews and, if approved, issues a Striking Off Notice. The notice is sent to the company's registered address, all directors, the company secretary, and IRAS, confirming ACRA's intention to strike the company off.

Step 3: A 30-day window opens for initial objections. Any interested party, including creditors, IRAS, or CPF Board, may raise an objection during this period before the process moves to public notice.

Step 4: ACRA publishes the First Gazette Notification. This is the public notice stage, opening a further 60-day period during which any interested party can lodge an objection to the closure.

Step 5: If an objection is filed, the company has 2 months to resolve it. Where the objection is not resolved within that window, the application lapses and a fresh application must be submitted once the underlying issue is cleared.

Step 6: ACRA publishes the Final Gazette Notification. If no objection is raised, or all objections are resolved, the company is officially struck off on the date stated in this final notice, and it ceases to exist as a legal entity from that date.

The New Restoration Rules Under the 2026 Amendment Act

Provisions under the Corporate and Accounting Laws (Amendment) Act 2025, phased into effect through 2026, clarify that the Registrar and courts must refuse an application to restore a struck-off entity where the restored entity is likely to be used for an unlawful purpose or for purposes prejudicial to public peace, welfare or good order in Singapore, or where it would be contrary to national security or interest for the entity to be restored.

What Changed: A Clarification, Not a New Restriction

Before this amendment, the Companies Act already allowed the Registrar to refuse registration of a new company on these same grounds, and similar disqualification grounds already applied in the context of winding up. The law did not, however, explicitly extend the same test to restoration applications for struck-off companies, foreign companies, or limited liability partnerships. Per ACRA's announcement on the Act's commencement, the amendments align the criteria across registration, winding up, and restoration, closing what had been a gap rather than introducing an entirely new concept into Singapore company law.

The 6-Year Court Restoration Window

Per ACRA's guidance on striking off a local company, a struck-off company can be restored to the register by Court Order within 6 years of the date it was struck off. Once the Court Order is filed on BizFile and processed by ACRA, the company's status changes to "Live," and it is treated as though it had never been struck off, including the obligation to bring outstanding statutory filings up to date.

Practitioner's Note: The refusal grounds are most relevant to legitimate restoration applicants only in the sense that documentation matters more now than before. A creditor, director, or shareholder applying to restore a company for a genuine reason, such as recovering an overlooked asset or pursuing a legitimate claim, should expect the application to be assessed against a clearer statutory standard than existed previously, which in practice means being prepared to demonstrate the purpose of the restoration clearly.


FAQs

  1. Can a struck off company still be sued or pursue a claim?
    No, not in its own name. Once struck off, a company ceases to exist as a legal entity and cannot sue or be sued directly. Where a legitimate claim exists that requires the company's legal existence to be resolved, restoration by Court Order is the mechanism available, provided the application is made within the 6-year window and does not fall foul of the refusal grounds described above.
  1. What happens to a company's assets if it's struck off with money left in the bank?
    Any assets not properly distributed before striking off vest in the Government as bona vacantia, meaning ownerless property. This is precisely why closing all bank accounts and distributing any residual cash to shareholders before applying matters. Where an asset is discovered after the fact, such as an unclaimed bank balance, restoring the company is generally required to recover it.
  2. Can I strike off a company that still owes money to IRAS?
    No. IRAS will object to the ACRA application if any tax liability or filing obligation remains outstanding, and the application will not proceed until the objection is resolved. Settling all outstanding tax matters before submitting the application, rather than discovering the objection mid-process, is the more reliable approach given the 2-month resolution window that applies once an objection is raised.
  3. How is striking off different from voluntary winding up?
    Striking off is an administrative closure route for a company with no assets and no liabilities, requiring no liquidator and no filing fee. Voluntary winding up is the appropriate route where the company has assets to distribute or debts that need to be formally settled through a liquidation process, and it requires an appointed liquidator to manage that process to completion.
  4. Can a struck off company be restored for reasons other than a court order?
    Court Order is the standard restoration route within the 6-year window described above. In more limited circumstances, ACRA may restore a company administratively, typically to allow a company to meet an outstanding obligation such as a tax matter with IRAS. Both restoration routes are now subject to the same refusal grounds under the 2026 amendments.

The Bottom Line

Striking off is the least expensive way to close a Singapore company, and ACRA's own application carries no fee. The real cost and the real risk both sit in the preparation: outstanding tax filings, unresolved CPF matters, open bank accounts, and unclosed work passes are the most common reasons a striking off application stalls once ACRA or IRAS objects. Settling every item on that list before the application is submitted avoids the 2-month objection window that resets the clock on an otherwise straightforward 4 to 6 month process.

The 2026 clarification to restoration rules does not change how a company applies to strike off in the first place, but it does raise the bar for anyone seeking to bring a struck-off entity back onto the register, particularly where the purpose of restoration is not clearly documented. Founders who strike off a company prematurely, before confirming there are no outstanding assets or unresolved claims, are the ones most likely to need the restoration route later, which makes the settlement checklist earlier in this guide worth treating as mandatory groundwork rather than a formality. For a related closure step, ATHR's guide to GST deregistration covers the parallel process for cancelling GST registration, which should typically be completed before, not after, a striking off application is submitted.

How ATHR Can Help

Closing a company cleanly depends on the same discipline as running one: accurate filing history, settled tax obligations, and a company secretary who can confirm every settlement item is genuinely resolved before ACRA sees the application.

For companies planning a closure, ATHR provides corporate secretary services and accounting and tax services, covering outstanding filing cleanup, IRAS settlement confirmation, and the striking off application itself from preparation through to Final Gazette.

👉 Planning to close your Singapore company? Book a free consultation with ATHR today →

ATHR Content Team

The ATHR Content Team is a group of professional writers from Singapore and the Philippines, committed to delivering informative, practical, and engaging content for business owners across Southeast Asia.

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