Cesser of business in Singapore
377.—(1)  If a foreign company ceases to have a place of business in Singapore or to carry on business in Singapore, it must, within 7 days after so ceasing, lodge with the Registrar notice of that fact.
[36/2014]
(1A)  Starting on the day on which the foreign company lodged the notice mentioned in subsection (1), the foreign company’s obligation to lodge any document (not being a document that ought to have been lodged before that day) with the Registrar ceases.
[36/2014]
(1B)  The Registrar must as soon as practicable after the lodgment of the notice mentioned in subsection (1) record in the register that the company has ceased to have a place of business in Singapore or ceased to carry on business in Singapore, as the case may be.
[36/2014]
(2)  If a foreign company goes into liquidation or is dissolved in its place of incorporation or origin, each person who immediately before the commencement of the liquidation proceedings was an authorised representative must —
(a)within 14 days after the commencement of the liquidation or the dissolution; or
(b)within such further time as the Registrar in special circumstances allows,
lodge or cause to be lodged with the Registrar notice of that fact and, when a liquidator is appointed, notice of such appointment.
[40/2018]
(3)  [Deleted by Act 40 of 2018]
(4)  [Deleted by Act 40 of 2018]
(4A)  [Deleted by Act 40 of 2018]
(5)  On receipt of a notice from an authorised representative that the foreign company has been dissolved, the Registrar must record in the register that the foreign company has been dissolved.
[36/2014]
(6)  [Deleted by Act 36 of 2014]
(7)  [Deleted by Act 40 of 2018]
(8)  The Registrar must strike the name of a foreign company off the register if the Registrar is satisfied that the company is being used for an unlawful purpose or for purposes prejudicial to public peace, welfare or good order in Singapore or against the national security or interest.
[36/2014]
(9)  The Registrar may strike the name of a foreign company off the register if —
(a)the Registrar has reasonable cause to believe that the company has ceased to carry on business or to have a place of business in Singapore; or
(b)the company has failed to appoint an authorised representative within 6 months after the date of the death of its sole authorised representative.
[36/2014]
(10)  The Registrar may strike the name of a foreign company off the register upon the application of the sole authorised representative of the foreign company in the prescribed form if the Registrar is satisfied that —
(a)the sole authorised representative has given written notice to the foreign company that he or she desires to resign and has lodged a notice under section 370(3) with the Registrar, but the company has failed to respond or appoint another authorised representative within 12 months after the date of lodgment of the notice; or
(b)the foreign company has failed to give instructions with respect to a written request from the sole authorised representative for instructions as to whether the company wishes to cancel or continue its registration under this Act within 12 months after the date the written request was sent.
[36/2014]
(11)  Without limiting subsection (9)(a), in determining whether there is reasonable ground to believe that a company is not carrying on business under that subsection, the Registrar may have regard to such circumstances as may be prescribed.
[36/2014]
(12)  For the purposes of subsections (9) and (10), the provisions of this Act relating to the striking off the register of the name of a defunct company extend and apply with such adaptations as are necessary.
[36/2014]
(13)  Any person aggrieved by the decision of the Registrar under subsection (8), (9) or (10) may, within 30 days after the date of the decision, appeal to the Minister whose decision is final.
[36/2014]