We offer professional services for striking off (close down) of the company that is no longer carrying a business or is not in operation following Section 550 where will involving government agencies like SSM (Suruhanjaya Syarikat Malaysia) and LHDN.
SSM will strike off a company if the only company meets the following requirements disclosed in the guideline for striking off the company. Click below for details
SSM Company Strike-Off Guideline
| 1. The resolution of the shareholders have been passed for the initiation of the application to strike off the name of the company from the register on the basis that the company is not carrying on business or not in operation |
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| The resolution passed pursuant to section 290 of the CA 2016 must be enclosed together with the application to reflect the consent of the majority shareholders in respect of the striking off application. If the requisite majority cannot be obtained due to shareholder(s) who is untraceable, the application may still be submitted to SSM provided that attempts have been made to trace the whereabouts of the shareholder(s) by writing to him at the residential address as stated in the Registrar’s records or any other records. These attempts must be made by way of registered post. Where the notification from the postal agency is being relied on as a proof, this should be submitted as an attachment to the application. Proof of any other modes of attempt (if any) must also be attached to the application. |
| 2. The company has no assets and liabilities at the time when the application is made |
| The management accounts of the company shall show that the company has no assets and liabilities. Suppose the company’s last audited financial statements lodged with the Registrar showed that the company has assets and liabilities. In that case, the applicant must submit documentary evidence to show that the assets have been disposed and that the liabilities have been settled or waived. If the company has not commenced operation, the applicant must make the following declaration:
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| 3. The company has no outstanding charges in the Register of Charges |
| In respect of charges, the applicant must ensure that the company has no outstanding charges in the Register of Charges kept with the Registrar. |
| 4. The company has no outstanding penalties or offer of compounds under the CA 2016 |
| The company must ensure that all such liabilities are settled before an application for striking off is made. |
| 5. The company has no outstanding tax or other liabilities with any Government Department or Agency |
| Where a company has commenced operation, it must settle all outstanding tax and obtain a tax clearance prior to the filling of the application for striking off. |
| 6. The information of the company with the Registrar is up to date |
| The particulars of director(s) of the company and any other information as the Registrar deems fit must be the same as in the Registrar’s records. Suppose there are any differences or changes in respect of the information of the directors of the company. In that case, the company must first ensure that the Registrar’s records are updated before an application for striking off is made. (Applicant may check the records by getting a print-out from the e-Info service). |
| 7. The company is not involved in any legal proceedings within or outside Malaysia |
| The applicant should not make any application for striking off if it is aware that there is an impending court action against it to deprive others who have initiated court action against the company from proceeding with the court action. |
| 8. The company has not made any return of capital to the shareholders |
| The company is prohibited from making any capital return to the shareholders to enable it to apply for striking off under section 550. If a company still has its capital, it should proceed with the voluntary winding-up process to formally cease its existence. |
| 9. The company is not a holding company |
| The holding company should commence a voluntary winding-up proceeding to dissolve the company. |
| 10. The company is not a “Guarantor Corporation” |
| A “Guarantor Corporation” means a corporation that has guaranteed or has agreed to guarantee the repayment of any money received or to be received by any third party. |
