Winding up of a Company

Winding up of a Company
by acefinancial

Winding up of a Company in Singapore

There are many legal considerations during the winding up of a company in Singapore. ACE offers professional services to ensure the winding up of a company meets the requirements of the law.

On the commencement of winding up a company in Singapore, a company ceases to carry on its business in the usual way, except so far as may be required for the beneficial winding up. However, the corporate status and powers of the company continue until the company is dissolved at the end of the winding up process. The last act is for ACRA to strike off the name of the company from the register.

How is the Winding Up Process

When a company is being wound up in Singapore, every invoice, order or business letter issued by or on behalf of the company on which the name of the company appears, is required contain a statement that the company is being wound up in Singapore.

The directors also have to meet and agree to commence the winding up process, certifying that the company is able to pay off its debts and liabilities in full within a period not exceeding twelve months from the commencement of the winding up. If any false statement is made by directors knowingly, they could be made liable for those statements.

Next, the shareholders must agree to wind up the company. The winding up actually commences when the shareholders pass a resolution to wind up the company. Copies of the resolution must be filed with the relevant regulatory agencies.

If in the course of winding up of a company in Singapore, it appears to the liquidator that the business of the company has been carried on with intent to defraud the creditors of the company or creditors of any other person or for a fraudulent purpose, the liquidator will report the activity to the regulator and/or court.

Fraudulent trading refers to a business of the company that is carried on when the winding up is imminent and the directors are aware that there is no reasonable prospect of the company being able to pay its debts when they fall due.

Winding Up requirement

If the company meets the requirements for striking off and all required notifications have been published in the Gazette, then ACRA is satisfied that the winding up process is complete. The company can be struck off the roll.

If there are any outstanding creditors to be paid after the winding up of a company has been completed, claims may still be made through the courts. Therefore, it is important to ensure that all creditors have been fully paid their just debts.

Some of the steps for winding up of a company include:

  • Payment of all outstanding creditors
  • Declaration of solvency
  • Affidavits of solvency by directors
  • Appointment of a liquidator
  • Resolution of shareholders
  • Notification to ACRA and regulators
  • Publication of winding up in Gazette

Any further professional services required during the winding up process in Singapore, a capable company secretary in Singapore will help you to complete the steps of winding up a company in Singapore. We can help you with any remaining professional services in order to wind up your Company in Singapore, including accounting, bookkeeping, tax, and audit services.

We also provide Strike Off Company Services in Singapore.