What is a Dormant Company

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 your company did not carry on business and had no income for the whole of the basis period ending in year 2020, it is regarded as a dormant company for the Year of Assessment (YA) 2021.

A dormant company must file its Corporate Income Tax Return (Form C-S/ Form C-S (Lite)/ Form C) by 30 Nov every year unless the company has been granted a waiver to file Form C-S/ Form C-S (Lite)/ Form C.

Filing Form C-S/ Form C-S (Lite)/ Form C for Dormant Companies

How to File Form C-S/ Form C-S (Lite)/ Form C for Dormant Companies

You may file Form C-S/ Form C-S (Lite)/ Form C for your dormant company using the File Form for Dormant Company digital service at mytax.iras.gov.sg.

From the Year of Assessment (YA) 2020, you are not required to complete the Form for Reporting Related Party Transactions for your dormant company, even if the value of the related party transactions disclosed in the financial statements for the financial period exceeds S$15 million. Therefore, your dormant company can use the File Form for Dormant Company digital service.

You are also not required to submit your dormant company’s financial statements to IRAS with the File Form for Dormant Company digital service. However, you may still be required to submit its financial statements to the Accounting and Corporate Regulatory Authority (ACRA) for its annual return filing. Learn more about ACRA's filing requirements for dormant companies.

Example

Company A 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. Company A is regarded as a dormant company for YA 2021 and needs to file its YA 2021 Form C-S/ Form C-S (Lite)/ Form C by 30 Nov 2021. It may use the File Form for Dormant Company digital service at mytax.iras.gov.sg to do so.

Step 1

Do the following before you start filing:

  • Ensure that you are duly authorised by your company as an 'Approver' for Corporate Tax (Filing and Applications) in Corppass. View our step-by-step guides for assistance on Corppass setup.
  • Have your Singpass as well as your company’s Unique Entity Number (UEN)/ Entity ID.

Step 2

File Form for Dormant Company via mytax.iras.gov.sg. Set aside at least 5 minutes to complete the return.

For assistance on filing, refer to these guides:

Points to Note When Filing

Online Help

Click on the iHelp icon <i-Help> if you require on-the-spot guidance as you file Form for Dormant Company.

Timeout

If you are inactive on the filing service for more than 15 minutes, the system will prompt you to respond within 2 minutes. If there is no activity within 2 minutes, you will be automatically logged out of mytax.iras.gov.sg.

Acknowledgement of Successful Filing

You will receive an instant acknowledgement of receipt upon successful filing of Form for Dormant Company. The same acknowledgement page will be available at mytax.iras.gov.sg under the View Notices/ Letters - Corporate Tax digital service.

Applying for a Waiver to File Form C-S/ Form C-S (Lite)/ Form C

Your dormant company can apply to IRAS to be released from the requirement to file its Form C-S/ Form C-S (Lite)/ Form C if it satisfies the following qualifying conditions:

  1. It must be dormant and must have filed its Form C-S/ Form C-S (Lite)/ Form C, financial statements and tax computation(s) 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.
  4. It must not have the intention to recommence business within the next 2 years.

How to Apply

From 1 Oct 2021, you have to apply for the waiver for your dormant company via the Apply for Waiver/ File last Form C-S/ C (Dormant/ Striking Off) digital service (formerly known as Apply for Waiver to Submit Tax Return (Dormant Company)) at mytax.iras.gov.sg. IRAS no longer accepts the hardcopy application.

By using the digital service, your dormant company will also be able to file its Form C-S/ Form C-S (Lite)/ Form C for advance Years of Assessment (YAs) (up to the date of business cessation) where the File Form C-S/ Form C-S (Lite)/ Form C digital services are not available yet.

Your company will have 21 days from the date of the waiver application to file its Form C-S/ Form C-S (Lite)/ Form C for advance YAs, financial statements and tax computations (where applicable) at mytax.iras.gov.sg, failing which, the waiver application will be rejected.

Example

Company B with a 31 Dec financial year end ceased business on 31 Mar 2021 and wishes to apply for the waiver to file its Form C-S/ Form C-S (Lite)/ Form C in Aug 2021. As the business ceased on 31 Mar 2021, Company B needs to file Form C-S/ Form C-S (Lite)/ Form C for the following YAs:

  • YA 2021 for basis period: 1 Jan 2020 to 31 Dec 2020
  • YA 2022 for basis period: 1 Jan 2021 to 31 Mar 2021

As at Aug 2021, the File Form C-S/ Form C-S (Lite)/ Form C digital services are available up to YA 2021. The YA 2022 Form C-S/ Form C-S (Lite)/ Form C is only available in Jun 2022.

However, Company B will be able to file its YA 2022 Form C-S/ Form C-S (Lite)/ Form C prior to Jun 2022 if it applies for the waiver to file Form C-S/ Form C-S (Lite)/ Form C using the Apply for Waiver/ File last Form C-S/ C (Dormant/ Striking Off) digital service. It will then be given 21 days from the date of the waiver application to file the YA 2022 Form C-S/ Form C-S (Lite)/ Form C, failing which, the waiver application will be rejected.

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:

  • Name and Unique Entity Number (UEN) of the company
  • Reason(s) for requesting for the waiver of Corporate Income Tax Returns in writing instead of applying via mytax.iras.gov.sg
  • Business cessation date in dd/mm/yyyy format
  • 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
  • Confirmation that the company does not have any intention to recommence business within the next 2 years
  • Financial statements and tax computation(s) for outstanding YA(s) up to the business cessation date, where applicable
  • Name, identification number and designation of the applicant

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 at the View Notices/ Letters - Corporate Tax digital service at mytax.iras.gov.sg. You may print or download the letter.

If your company's notice preference in the Update Notice Preferences digital service is email notifications, you will receive the email notification within 1-3 working days that the digital letter is available at mytax.iras.gov.sg. No paper notice will be sent if your company is on email notifications.

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

Learn how to update your company’s notice preference.

If the application is approved, your company will not be issued a Form C-S/ Form C-S (Lite)/ Form C in future.

Recommencing Business

Once your dormant company recommences business or starts to receive any income, you have to notify IRAS within 1 month from the date of commencement of business or earning/ receiving the income by emailing us via myTax Mail to request for the Form C-S/ Form C-S (Lite)/ Form C, with all of the following details (indicate 'N/A' if not applicable):

  • Subject header: 'Recommencement of business and request for Corporate Income Tax Return'
  • Name and Unique Entity Number (UEN) of the company
  • Date of recommencement of business in dd/mm/yyyy format
  • Date of receipt of other source(s) of income (e.g. interest, dividend, rent) in dd/mm/yyyy format
  • New principal activity and the effective date of change in dd/mm/yyyy format together with a copy of BizFile extracted from the Accounting and Corporate Regulatory Authority (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.

FAQs

  1. My company is dormant but is GST-registered. Can I still apply for a waiver to file Form C-S/ Form C-S (Lite)/ Form C for my company?

    Your company needs to cancel its GST registration before applying for a waiver to file Form C-S/ Form C-S (Lite)/ Form C.

  2. My company is newly incorporated and has been dormant since incorporation. It has not filed any Form C-S/ Form C-S (Lite)/ Form C. Can the company apply for a waiver to file Form C-S/ Form C-S (Lite)/ Form C?

    Yes, your company can apply for a waiver if it is likely to remain dormant for at least the next 2 years.

  3. Can I view the letter approving the waiver to file Form C-S/ Form C-S (Lite)/ Form C at mytax.iras.gov.sg?

    Yes, a softcopy of the letter is available at mytax.iras.gov.sg under the View Notices/ Letters - Corporate Tax digital service.

  4. Do I need to apply for the waiver to file Form C-S/ Form C-S (Lite)/ Form C on a yearly basis, if my company continues to be dormant?

    Once your company has been granted a waiver from a specific date, it will not be issued with Form C-S/ Form C-S (Lite)/ Form C from that date onwards. Hence, your company does not need to submit the waiver application on a yearly basis to IRAS.

  5. My company was granted a waiver to file Form C-S/ Form C-S (Lite)/ Form C previously, but the company received income this year. What do I need to do?

    If your company recommences business or receives any income after being granted a waiver, you have to notify IRAS within 1 month from the date of commencement of business or earning/ receiving the income. See Recommencing Business for more details.

    However, if the income received is a one-off transaction and your company continues to be dormant, you may submit a letter to IRAS explaining as such and attach the company's financial statements and tax computation for that relevant Year of Assessment (YA) with the letter.

  6. Can my foreign company or my foreign company's Singapore branch apply for a waiver to file Form C-S/ Form C-S (Lite)/ Form C?

    The waiver is not applicable to your foreign company or your foreign company's Singapore branch that is registered with the Accounting and Corporate Regulatory Authority (ACRA). You are required to notify ACRA once your entity ceases 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 your 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 to your entity. However, your entity must file its Form C, financial statements and tax computation(s) up to the date of cessation of business so that its tax matters can be finalised up-to-date.

    Conversely, if your foreign company has been filing Form C but is not registered with ACRA, you may write to IRAS to ask for a waiver to file Form C with the following information:

    • Subject heading 'Cessation of business in Singapore'
    • Date of cessation of business in Singapore in dd/mm/yyyy format
    • Name and contact details of a person whom IRAS can liaise with on tax matters
    • 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
    • Confirmation that the company does not have intention to carry out future business activities in Singapore
    • Any outstanding Form C, financial statements and tax computation(s)
    • For advance YAs where the File Form C digital services are not yet available, financial statements and tax computations up to the date of cessation of business
  7. Do I need to file the company’s Estimated Chargeable Income (ECI) if the company has been granted a waiver to file Form C-S/ Form C-S (Lite)/ Form C?

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

  8. 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 Form C-S/ Form C-S (Lite)/ Form C as a dormant company for YA 2021 if it only received interest income from the fixed deposits?

    No. As your company was in receipt of interest income in the financial year ending 30 Jun 2020, it is not regarded as a dormant company for YA 2021. Hence, it has to file its Form C-S/ Form C-S (Lite)/ Form C for YA 2021 using the File Form C-S/ Form C-S (Lite)/ Form C digital service at mytax.iras.gov.sg, and not the File Form for Dormant Company digital service.

Capital Allowances, Trade Losses & Donations for Dormant Companies

Your dormant company cannot claim capital allowances and deduction of expenses incurred in the basis period relating to the Year of Assessment (YA) in which it is dormant, as it is not carrying on a trade or business during that period.

However, unutilised losses brought forward from a previous YA, in which your company was not dormant, can be deducted against income for a subsequent YA if it satisfies the shareholding test.

Example

Company C has a 31 Dec financial year end and was dormant for the period from 1 Jan 2020 to 31 Dec 2020, which relates to YA 2021. Company C cannot claim capital allowances or deduction of expenses incurred from 1 Jan 2020 to 31 Dec 2020 in its YA 2021 Form C-S/ Form C-S (Lite)/ Form C. 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 satisfies the shareholding test.

Your dormant company can make a claim for donations 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. However, you must file its Form C-S/ Form C-S (Lite)/ Form C using the File Form C-S/ Form C-S (Lite)/ Form C digital service instead of the File Form for Dormant Company digital 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 5 years and subject to your company satisfying the shareholding test.