Singapore company must fulfil all tax obligations and pay outstanding taxes once it decides to de-registering or strike off their company.
Striking off A Company
The process of striking off is processed through the ACRA to request for removal from the Companies Register. This procedure is referred as "striking off" a Singapore company.
To complete the striking off process with the ACRA, the relevant company must have paid all tax liabilities due to the IRIS.
Any outstanding taxes can lead to the application for strike off being declined by the IRAS.
The Singapore company must ensure that:
1. All relevant income tax returns (Form C-S or Form C) are completed and filed with the IRAS. For the company completing Form C, the tax computation and financial statements must also be filed.
2. Tax computations and financial statements must be done up to the date the company ceases to exist (i.e. this relates to the period that no Income Tax Return has yet been issued by the IRAS)
3. All outstanding tax matters with the IRAS must be fully settled, such as all NOAs are finalised and paid, as well as responding to all IRAS questions.
4. The GST registration is cancelled and there are no outstanding issues.
Company's bank accounts
The company's bank accounts should remain open and active until all outstanding tax issues are resolved. In the event of closing the bank account and a tax credit is due, the IRAS is not able to make the relevant payment to a shareholder, director or a third party.
Once a company is dissolved, any payable tax credit is passed to the Insolvency and Public Trustee's Office (IPTO). A person acting on behalf of the defunct company, such as a shareholder can approach IPTO with the intention of having the tax credit paid. This process is subject to a charge by the IPTO.
An officer (any executive, secretary, director, etc.) that held a position immediately before the company was dissolved must take the necessary action to ensure the company’s accounting records and paperwork are kept for five years.
Filing of income tax returns (Form C-S or Form C)
A company must finalise its tax obligations by filing its tax computations, financial statements and relevant income tax returns, as well as a letter of intent regarding to strike off the company, before an official strike off application, is made with ACRA.
For the company completing Form C-S, the tax computations and financial statements are not required to be filed together with Form C-S. However, it is advisable to have these documents ready in the event that IRAS requests for a copy. Most assessments are completed within one time-frame upon receiving the information.
However, for the more complex affairs or where additional information is required, the timeframe to review the assessments can stretch up to six months.
It is not the responsibility of the IRAS to issue a tax clearance letter for companies intending to strike off.
Foreign companies with Singapore branches who are registered with ACRA must put in writing to the IRAS if they stopped business or ceased registration in Singapore. They must submit tax computations and financial statements up to the last day of business. All tax liabilities must be settled with the foreign companies with Singapore branches are being strike off from the ACRA register.
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