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Dormant Companies

A dormant company must e-File its Income Tax Return (Form C-S/ C) unless it has been granted a waiver to file the Income Tax Return.
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Obligation to File Income Tax Return (Form C-S/ C)

A dormant company is one that does not carry on business and has no income for the whole of the basis period. For example, if a company did not carry on business and had no income for the whole of the basis period ending in year 2020, it will be regarded as a dormant company for Year of Assessment (YA) 2021. For more details, please refer to Basis Period and Year of Assessment.  

A dormant company must e-File its Income Tax Return unless the company has been granted waiver of Income Tax Return Submission. A dormant company will need to file its Income Tax Return using the File Form C-S/ C for Dormant Company e-Service at mytax.iras.gov.sg. There is no need to submit financial statements to IRAS. To e-File, you must first be authorised as an "Approver" in Corppass. For assistance on Corppass setup, please refer to the Step-by-Step Guides. 

For more details, please refer to the user guide (PDF, 542KB) and Tips on e-Filing for Dormant Company. 

    For YA 2019, if the value of the dormant company’s related party transactions disclosed in the financial statements for the financial period exceeds $15 million, it should submit Form C by Form C (Upload) mode instead of Form C-S or Form C for Dormant Company.

    From YA 2020, a dormant company is not required to complete the Form for Reporting Related Party Transactions notwithstanding the value of the company’s related party transactions disclosed in the financial statements for the financial period exceeds S$15 million. Therefore, dormant companies which are qualified to file Form C-S or Form C for Dormant Company can continue to use Form C-S or Form C for Dormant Company.

    A dormant company may still be required to submit its financial statements to the Accounting and Corporate Regulatory Authority (ACRA) for its annual return filing. For more information on ACRA's filing requirements for dormant companies, please refer to ACRA's website. 

    Example

    A company owned investments (e.g. real properties, fixed deposits and foreign shares) during the financial year ending 30 Jun 2020. However, the company did not carry on business and had no income from its investments during the same period. The company will be regarded as a dormant company for YA 2021 and will need to e-File its YA 2021 Income Tax Return (Form C-S/ C) using File Form C-S/ C for Dormant Company e-Service at mytax.iras.gov.sg.

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    Applying for a Waiver to Submit Tax Return

    A dormant company that satisfies the qualifying conditions can apply to IRAS to be released from its obligation to file its Income Tax Return (Form C-S/ C). The qualifying conditions for the company are:

    1. It must be dormant and has submitted its Form C-S/ C, financial statements and tax computations up to the date of cessation of business; 
    2. It must not own any investments (e.g. shares, real properties, fixed deposits). If the company owns investments, it must not derive any income from these investments; 
    3. It must have been de-registered for Goods and Services Tax (GST) purposes prior to this application if it had previously been a GST-registered company; and 
    4. It must not have the intention to recommence business within the next 2 years. 

    e-Application

    Dormant companies may apply for a waiver via the Apply for Waiver/ File last Form C-S/ C (Dormant/ Striking Off) e-Service (formerly known as Apply for Waiver to Submit Tax Return (Dormant Company)).

    Updated! From 1 Oct 2021, companies have to apply for the waiver via the Apply for Waiver/ File last Form C-S/ C (Dormant/ Striking Off) e-Service (formerly known as Apply for Waiver to Submit Tax Return (Dormant Company)). The e-Service provides companies with the convenience of e-Filing their Form C-S/ C for advance Years of Assessment (up to the date of business cessation) where the Form C-S/ C e-Filing service for that YA is not available yet. Companies must e-File the Form C-S/ C, financial statements and tax computations (where applicable) within 21 days from the date of waiver application, failing which the application will be rejected.

    Example

    Company A with 31 Dec financial year end ceased business on 31 Mar 2021 and wishes to apply for the waiver to submit its Income Tax Return in Aug 2021. As the business ceased on 31 Mar 2021, Company A will need to file Form C-S/ C for the following YAs:

    • YA 2021 for period: 1 Jan 2020 to 31 Dec 2020; and
    • YA 2022 for period: 1 Jan 2021 to 31 Mar 2021.

    As the e-Filing service for Form C-S/ C is made available in June every year, Company A can only e-File its Form C-S/ C up to YA 2021 as of Aug 2021. The YA 2022 Form C-S/ C will only be available in Jun 2022.

    If Company A applies for the waiver to submit its Income Tax Return using the Apply for Waiver/ File last Form C-S/ C (Dormant/ Striking Off) e-Service (formerly known as Apply for Waiver to Submit Tax Return (Dormant Company)), it will be able to e-File its YA 2022 return. The YA 2022 return must be e-Filed within 21 days from the date of application, otherwise the application for waiver will be rejected.

    To use this e-Service, you must first be authorised as an "Approver" for "Corporate Tax (Filing and Applications)" in Corppass. For assistance on Corppass setup, please refer to the Step-by-Step Guides.

    New! Specific Circumstances to Apply for Waiver in Writing

    This is only applicable for companies where:

    • The sole director has deceased; or
    • The sole director is a bankrupt.

    These companies may write to IRAS with the following details:

    1. Name and Unique Entity Number (UEN) of the company;
    2. Reason(s) for requesting the waiver of Income Tax Returns in writing instead of applying via myTax Portal;
    3. Business cessation date in dd/mm/yyyy format;
    4. Confirmation that the company has not been carrying on business; does not have trade income; and has not been deriving or receiving income from any investments owned by the company (e.g. dividend, rental, interest income) since the business cessation date in (c);
    5. Confirmation that the company does not have any intention to recommence business within the next 2 years;
    6. Financial statements and tax computation(s) for outstanding YA(s) up to the business cessation date in (c) where applicable; and
    7. Name, identification number and designation of the applicant.

      Companies Applying for Strike Off

      Companies applying for strike off are required to file their Income Tax Return(s) (Form C-S/ C) up to the date of cessation of their business. Updated! From 1 Oct 2021, if the date of cessation of a company's business falls in an advance Year of Assessment (YA) for which the e-Filing service for that YA is not available yet, the company has to use the Apply for Waiver/ File last Form C-S/ C (Dormant/ Striking Off) e-Service (formerly known as Apply for Waiver to Submit Tax Return (Dormant Company)) to e-File its advance YA return.

      Updated! Waiver Application Processing Time

      You will be notified of the outcome of your application as follows:

      e-Application Within 2 months of receiving the application
      Application in writing (for specific circumstances only)Within 3 months of receiving the application

      The processing time of your application may take longer if the case is complex. 

      Once your application is processed, a digital copy of the letter will be made available in mytax.iras.gov.sg. You will also have the option to print or download the letter.

      If your company's notice preference in the Update Notice Preferences e-Service is paper notices, you will receive the letter at your company's registered address.

      If your company's notice preference in the Update Notice Preferences e-Service is email notifications, please allow up to 1-3 working days to receive the email notification that the digital letter is available in mytax.iras.gov.sg. No paper notice will be sent if your company is on email notifications. Please refer to Digital Notices for more information.

      Once the application is approved, the company will not be issued with a Form C-S/ C in future.

      Recommencing Business

      Once a dormant company recommences business, or starts to receive any income, the company has to notify IRAS within one month from the date of commencement of business or earning/ receiving the income by emailing us via myTax Mail to request for an Income Tax Return with all the following details (indicate "N/A" if not applicable):

      a. Subject header: “Recommencement of business and request for Income Tax Return”
      b. Name and Unique Entity Number (UEN) of the company;
      c. Date of recommencement of business in dd/mm/yyyy format;
      d. Date of receipt of other source(s) of income (e.g. interest, dividend, rent, etc.) in dd/mm/yyyy format; and
      e. New principal activity and the effective date of change in dd/mm/yyyy format together with a copy of BizFile extracted from ACRA showing the principal activity of the company. 

      It is an offence if a company fails to inform IRAS when it has recommenced business or started to receive income. IRAS will not hesitate to take strong actions against companies and its directors who deliberately avoid or assist their companies to avoid the obligations to file their Corporate Income Tax Returns.

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      • My company is dormant but is GST registered. Can I still apply for a waiver of Form C-S/ C Submission for my company?

        The company needs to cancel its GST registration before applying for a waiver of Form C-S/ C Submission.

      • My company is newly incorporated and has been dormant since incorporation. It has not submitted any Form C-S/ C. Can the company apply for waiver of Form C-S/ C Submission?

        Yes, the company can apply for waiver if it is likely to remain dormant for at least the next two years.

      • Can I view the letter approving the waiver of Form C-S/ C submission in mytax.iras.gov.sg?

        Yes, a softcopy of the letter is available in mytax.iras.gov.sg under “View Notices/ Letters - Corporate Tax”. To view the letter, please ensure that you are authorised for “Corporate Tax (Filing and Applications)” for the company in Corppass. For assistance on Corppass setup, please refer to the Step-by-Step Guides.

      • Do I need to apply for the waiver of Form C-S/ C Submission on a yearly basis, if the company is dormant?

        Once a company has been granted a waiver from a specific date, the company will not be issued with Form C-S/ C from that date onwards. As such, a company whose waiver application has been approved will not need to submit the application form on a yearly basis to IRAS.

      • My company was granted a waiver of Form C-S/ C submission previously, but the company has received income this year. What do I need to do?

        If the company recommences business, or receives any income after being granted a waiver, the company has to notify IRAS within one month from the date of commencement of business or earning/ receiving the income by writing to ctmail@iras.gov.sg to request for an Income Tax Return with all the following details (indicate "N/A" if not applicable):

         

        1. Subject header: “Recommencement of business and request for Income Tax Return”

        2. Name and Unique Entity Number (UEN) of the company;

        3. Date of recommencement of business in dd/mm/yyyy format;

        4. Date of receipt of other source(s) of income (e.g. interest, dividend, rent, etc.) in dd/mm/yyyy format; and

        5. New principal activity and the effective date of change in dd/mm/yyyy format together with a copy of BizFile extracted from ACRA showing the principal activity of the company.

        However, if the income received is a one-off transaction and the company will continue to remain dormant, you may submit a letter to IRAS explaining as such and attach the company's financial statements and tax computation for that relevant YA with the letter.

         

      • Do I need to file the company’s Estimated Chargeable Income (ECI) if the company has been granted a waiver of Form C-S/ C Submission?

        No. If a company has been granted a waiver, the company need not file the ECI.

      • Can a foreign company or a foreign company's Singapore branch apply for a waiver of Form C-S/ C submission?

        The waiver is not applicable to a foreign company or a foreign company's Singapore branch which is registered with the Accounting and Corporate Regulatory Authority (ACRA). Such entitles are required to notify ACRA once they cease to carry on business in Singapore so that ACRA can remove the company/ branch from its register. This is in accordance to Section 377(1) of the Companies Act.

        Once the foreign company or Singapore branch is removed from ACRA's register, IRAS will receive the information from ACRA and will not send any more Form C-S/ C to the entity. However, the entity must submit the documents in (vi) and (vii) below so that its tax matters can be finalised up-to-date.

        Conversely, if a foreign company had been filing Form C-S/ C but was not registered with ACRA, it may write in to IRAS to ask for a waiver to file income tax returns with the following information:

        1. Subject heading “Cessation of business in Singapore”;

        2. Date of cessation of business in Singapore in dd/mm/yyyy format;

        3. Name and contact details of a person whom IRAS can liaise with on tax matters;

        4. Confirmation that the company does not hold any property and has not been in receipt of any other income in Singapore since the above mentioned date;

        5. Confirmation that the company does not have intention to carry out future business activities in Singapore;

        6. Outstanding Income Tax Returns (Form C), financial statements and tax computation; and

        7. For the advance YAs where the Form C e-Filing service is not available yet, financial statements and tax computations up to the date of cessation of business.

      • How many waiver applications can I make for a company?

        Each company may apply just once for the waiver. If the company has been granted the waiver previously and remains dormant, there is no need to submit the application again.

      • What happens to the capital allowances and expenses incurred by a dormant company?

        The company cannot claim capital allowances and deduction of expenses incurred in the basis period relating to the current YA, as it did not carry on a trade or business during that period.

        However, unutilised losses brought forward from a previous YA can be deducted against income for a subsequent YA if it satisfies the shareholding test, i.e. 50% or more of the ultimate shareholders and their respective shareholdings are the same as at the relevant dates. Find out more about Determining "Substantial Change" in Shareholders.

        For example, a company with 31 Dec financial year end was dormant for the period from 1 Jan 2020 to 31 Dec 2020, which relates to YA 2021. The dormant company cannot claim capital allowances or deduction of expenses incurred from 1 Jan 2020 to 31 Dec 2020 in its YA 2021 tax return. It can, however, bring forward unutilised losses that existed before YA 2021 to be utilised in future YAs (where it is no longer dormant), if it fulfils the shareholding test.

      • Can a dormant company make a claim for donations?

        Yes, a dormant company can do so if the donations were made to an approved Institution of a Public Character (IPC) or to the Singapore Government for the benefit of the local community. The company is advised to e-File its Corporate Income Tax Return using the File Form C-S/ Form C-S (Lite) e-Service instead of File Form C-S/ C for Dormant Company e-Service at mytax.iras.gov.sg.

        Any unutilised donations arising from a YA can be carried forward to subsequent YAs, up to a maximum of five years and subject to the company meeting the shareholding test.

      • My company owned investments (e.g. real properties, fixed deposits and foreign shares) during the year ending 30 Jun 2020. However, the company did not carry on business during the same period. Can my company complete the Income Tax Return (Form C-S/C) as a dormant company for YA 2021 if it only received interest income from the fixed deposits?

        No. As the company was in receipt of interest income in the financial year ending 30 Jun 2020, it will not be regarded as a dormant company for YA 2021. Hence, it has to e-File the Income Tax Return (Form C-S/ C) for YA 2021.