A dormant company must still act. If your company carried on no business and earned no income for the year, file the Form for Dormant Company through mytax.iras.gov.sg, or apply for an IRAS waiver if you qualify. Separately, check whether ACRA still expects financial statements. IRAS and ACRA judge dormancy differently, so meeting one test does not automatically satisfy the other.

TL;DR:

  • Companies with assets exceeding $500,000 or active income from interest, dividends, or property investments are unlikely to qualify for dormant status under ACRA or IRAS.
  • Filing the dormant form on IRAS takes about five minutes, but a waiver can be applied for if the company expects to remain inactive longer than two years.
  • Active involvement, such as hiring employees or registering for GST, automatically disqualifies a company from being considered dormant.
  • Both IRAS and ACRA require separate assessments; passing one test does not guarantee compliance with the other.
  • Regular quarterly reviews of bank and investment statements help detect disqualifying income early, preventing inadvertent loss of dormancy status.

Table of Contents

Dormant company Singapore requirements: ACRA vs IRAS

Directors often assume “dormant” means one thing. It does not. IRAS and ACRA each apply their own test, and a company can pass one while failing the other.

Hands reviewing compliance checklist in Singapore office

IRAS defines a dormant company as one that carries on no business and derives no income during the basis period, the twelve months before the relevant Year of Assessment. This is a tax test. It looks purely at income and business activity within that specific window, regardless of how much cash or property sits on the balance sheet.

ACRA takes a different angle entirely. Under section 201A of the Companies Act, a “dormant relevant company” may skip preparing and filing financial statements, but only if it also passes an assets test. The company’s total assets must not exceed $500,000 at any point during the financial year, and it must not be a listed company or a subsidiary of one.

The overlap trips up plenty of otherwise careful directors. A holding company sitting on $600,000 in shares might genuinely have no trading activity and satisfy IRAS’s income test, yet still fail ACRA’s asset threshold and owe a full set of financial statements. Conversely, a company earning a small trickle of bank interest fails the IRAS dormancy test immediately, even if its total assets are modest. Legal commentary on dormant company obligations in Singapore makes the same point: directors need to check both regulators separately, not assume one clearance covers the other.

Common triggers that catch directors off guard include:

  • Interest credited on a dormant bank account, however small
  • Dividend income from shares the company still holds
  • GST registration left active from earlier trading
  • Investments that generate any return, even passive ones

A useful gut check: if money moved into the company for any reason other than a shareholder injecting capital, dormancy for tax purposes is probably gone.

IRAS filing obligations, the dormant form and waiver criteria

Once you have confirmed the company is genuinely dormant under IRAS’s test, the next decision is which filing route applies. There are three possibilities, and picking the wrong one wastes time.

  1. Form for Dormant Company. This simplified filing works for companies that meet the dormancy definition and have no waiver in place. It takes roughly five minutes to complete and asks for just two declarations, filed digitally at mytax.iras.gov.sg.
  2. Form C-S or Form C. If the company had any business activity or income during the basis period, even briefly, it must file a full return using Form C-S or Form C instead of the dormant form.
  3. Waiver application. Companies that expect to stay dormant for the foreseeable future can ask IRAS to waive the filing requirement entirely, removing the annual admin burden.

Pro Tip: Check “Update Corporate Profile” on mytax.iras.gov.sg before you file anything. It shows whether IRAS has already pre-granted your company a waiver, which saves a wasted submission.

The waiver criteria are specific. The company must be dormant, hold no investments that generate income, be de-registered for GST if it was previously registered, and have no intention of resuming business within the next few years. All outstanding tax filings up to the point of cessation must also be complete before IRAS will consider the request.

Hands filing corporate tax waiver on tablet in Singapore office

Timing matters just as much as eligibility. The standard corporate tax filing deadline each year applies whether you are filing the dormant form or a full return. If your waiver application is not yet approved, IRAS expects any outstanding Form C or Form C-S to be filed within 21 days of submitting the waiver request, so the company is never left with an unresolved filing gap while the application sits in review. Since 1 October 2021, IRAS has stopped accepting hardcopy waiver applications except in narrow special circumstances, meaning the process runs almost entirely through mytax.iras.gov.sg now.

ACRA obligations, financial statements and the dormant exemption

Tax clearance from IRAS does not end your obligations. ACRA runs a separate, asset-based test that decides whether your company must still prepare financial statements at all.

Most Singapore companies must prepare financial statements and file them with their annual return through BizFile+. The dormant relevant company exemption changes that, but only for companies that clear every condition. Total assets must stay under $500,000 at any point during the financial year, not just at year end. A company that exceeds the assets threshold during the financial year loses the exemption for that year.

The exclusions catch a few structures directors overlook:

  • Listed companies cannot use this exemption at all, regardless of asset size
  • Subsidiaries of listed companies are excluded on the same basis
  • Parent companies must apply the assets test on a group basis, not just to the standalone entity
  • Minor administrative transactions that do not affect profit or assets are generally tolerated, but any transaction touching income disqualifies the company under IRAS’s separate test

When financial statements are required, most companies file in XBRL format through BizFile+. Smaller or exempt entities sometimes qualify for simplified XBRL or may submit authorised PDF copies instead, depending on company type. If you are unsure which category your company falls into, a look at the legal requirements for company setup in Singapore is a good starting point before you approach BizFile+ directly.

How to apply for a waiver, file the dormant form and notify recommencement

Getting the paperwork right comes down to sequence. Do these steps out of order and IRAS will likely reject or delay your application.

Before you start, gather the following:

  • Your company’s UEN
  • Singpass for the director or authorised officer
  • CorpPass access with the correct approver role assigned
  • Confirmation that all prior-year tax filings, up to the date the company stopped trading, have been submitted

CorpPass is the gateway that lets your company transact with mytax.iras.gov.sg. If nobody currently holds the CorpPass approver role, sort this out first. It is the single most common reason directors get stuck partway through a filing.

  1. Confirm eligibility. Check that the company has no income-generating investments, is de-registered for GST if it was previously registered, and has no plan to resume trading within two years.
  2. Apply for the waiver, if eligible. Submit the request through mytax.iras.gov.sg. This is a digital-only process for nearly all companies.
  3. File any outstanding Form C or Form C-S within 21 days of lodging the waiver application, so there is no gap in your filing history while IRAS reviews the request.
  4. File the Form for Dormant Company in years where no waiver is in place but the dormancy conditions are met.
  5. Notify IRAS within one month if the company recommences business or receives any income, whichever happens first.

Pro Tip: Set a calendar reminder for 30 October each year, a month before the deadline. It gives you time to check mytax.iras.gov.sg for your waiver status and gather documents without rushing the 30 November cut-off.

Recommencement notification is not optional and directors sometimes forget it entirely, assuming that simply filing a full return next year is enough. It is not. IRAS wants to be told promptly, and a late notification can complicate your compliance record for future waiver requests.

Common triggers that end dormant status

Dormant status is fragile. A handful of everyday transactions will end it, often before the director even realises what happened.

The most frequent triggers include:

  • Bank interest credited automatically on a dormant account
  • Dividends received from shares the company still holds
  • Rental income from any property the company owns
  • Hiring even a single employee, including a part-time administrative hire
  • A large one-off transaction, such as selling an asset for a profit
  • Registering for GST, or failing to de-register when required for a waiver

Once any of these occur, the consequences follow quickly. The company must file a full Form C or Form C-S rather than the simplified dormant form, submit complete financial statements if the ACRA exemption no longer applies, and prepare a proper tax computation. Miss the 30 November deadline after status changes, and IRAS can apply late-filing penalties on top of the extra paperwork.

A simple habit avoids most of this. Review the company’s bank and investment statements every quarter, even while dormant. According to IRAS guidance, passive-looking investments can still generate disqualifying income without the director noticing until the annual filing season arrives.

Hands arranging bank statements for quarterly review in Singapore office

Closing, striking off or reactivating a dormant company

Dormancy is rarely permanent. At some point, directors choose one of three paths, and each carries its own filing sequence.

  • Strike-off. Suitable for companies with no assets, liabilities, or ongoing purpose. Before applying to ACRA, settle all outstanding IRAS filings and confirm no tax liabilities remain unresolved.
  • Voluntary winding up. A more formal route, generally used when the company holds assets or liabilities that need proper distribution before closure.
  • Reactivation. If the company will resume trading, notify IRAS within one month of recommencing business or receiving income, then resume normal Form C-S or Form C filings from that point forward.

Sequencing matters more than most directors expect. Attempting to strike off a company with unresolved IRAS filings typically causes ACRA to reject the application, sending the director back to square one. Settling tax matters first, then approaching BizFile+ for strike-off, avoids that delay entirely.

Bizsquare’s dormant company checklist

Bizsquare distils dormant company compliance into four checks: confirm eligibility against both IRAS and ACRA tests, assign a CorpPass approver, file the waiver or dormant form on time, and monitor the account annually for disqualifying income.

Bizsquare’s corporate secretarial team handles ACRA filings and the dormant relevant company assessment. The tax advisory team manages waiver applications and dormant company tax filings. Bookkeeping support keeps records clean enough to prove dormancy if IRAS ever asks questions later.

What directors keep getting wrong about dormancy

The biggest misconception is treating dormancy as a single status you apply for once and forget. It is not. IRAS and ACRA run independent tests, and directors who assume passing one covers the other are the ones who get caught out at filing season, usually by a stray bank interest credit they never noticed.

Conventional advice tends to focus almost entirely on the IRAS waiver, as if that solves everything. It does not touch the ACRA assets test, and a company holding just over $500,000 in cash reserves, hardly an unusual position for a holding vehicle, can lose its financial statement exemption without anyone realising until the annual return is due.

If you take one thing from this, prioritise the quarterly bank statement check over the annual filing itself. Filing correctly matters, but catching disqualifying income early is what actually protects dormant status. The paperwork is only ever a reflection of what already happened in the account.

— Vandro

Let Bizsquare handle your dormant company filings

Chasing CorpPass access, tracking asset thresholds, and remembering the 21 day rule after a waiver application takes real time, time most directors would rather spend elsewhere. Bizsquare removes that burden entirely, handling the eligibility check, the waiver submission, and the annual monitoring so nothing slips past the 30 November deadline.

Bizsquare

Bizsquare’s corporate secretarial services keep your ACRA filings current and confirm whether the dormant relevant company exemption still applies each year. The corporate tax filing and advisory team manages your IRAS waiver application, prepares outstanding Form C or Form C-S filings, and tracks recommencement notifications the moment income appears. If your company is heading towards reactivation instead, Bizsquare’s company incorporation and secretarial support gets the structure ready for trading again without missing a compliance step.

Get in touch with Bizsquare today for a dormant company compliance review, and find out exactly where your filings stand before the next deadline arrives.

Sources

Start with IRAS dormant company guidance, ACRA’s exemption rules, BizFile+ at bizfile.gov.sg, and CorpPass at corppass.gov.sg.

FAQ

Do dormant companies need to file annual returns?

Yes. ACRA still requires an annual return even when a company is dormant, though the dormant relevant company exemption may remove the need to attach full financial statements.

What happens if a company goes dormant?

The company stops trading and earning income, but it must still file either the Form for Dormant Company with IRAS or apply for a waiver, and confirm its ACRA filing status separately.

How do I reactivate a dormant company?

Notify IRAS within one month of recommencing business or receiving income, then resume normal Form C-S or Form C filings from that point forward.

Do I need to file accounts if my company is dormant?

Only if it fails ACRA’s dormant relevant company test, which requires total assets under $500,000 throughout the financial year and excludes listed companies and their subsidiaries.

What is the IRAS deadline for dormant company filing?

The standard deadline is 30 November each year, the same date that applies to full Form C-S and Form C filings.

Can a dormant company still hold a bank account?

Yes, but any interest credited on that account counts as income and can end dormant status under the IRAS test.

How long does an IRAS waiver last?

IRAS reviews eligibility based on continued dormancy and intention not to resume business within two years, so directors should monitor their status annually rather than assume a permanent waiver.

What is the $500,000 threshold for ACRA’s dormant exemption?

It is the total assets test under section 201A of the Companies Act, measured at any point during the financial year, not just at year end.

Does GST registration affect dormant status?

Yes. A company must be de-registered for GST to qualify for an IRAS waiver, and active GST registration signals ongoing business activity.

Who can approve filings through CorpPass?

A director or officer assigned the CorpPass approver role can authorise digital filings, including dormant company submissions through mytax.iras.gov.sg.

What if my company received a small amount of interest income?

Even minor interest income disqualifies the company from IRAS’s dormant definition for that basis period, requiring a full tax return instead of the simplified form.

Can Bizsquare help with a dormant company waiver?

Yes, Bizsquare’s tax advisory and corporate secretarial teams manage waiver applications, CorpPass setup, and ongoing compliance monitoring for dormant companies.