Striking off is one of the procedures available under the Companies Act 2016 (CA 2016) for a company to be dissolved. If the directors of the dormant company do not wish to continue their operation and no longer want to pay for its upkeep, striking off can be the fastest and best solution. Section 550 of the CA 2016 provides a procedure for a company to be dissolved without having to undertake the formal process of winding up.

APPLICATION PROCEDURE

For an application under section 550 of CA 2016, the applicant must complete the Declaration-Application to Strike Off Company in Schedule B of the Practice Directive 1/2017 and ensure that all requirements and documents as set out in the Checklist are complied with, before submitting the application to the Registrar. The completed application shall be submitted to the Registrar together with an application fee as per Item 27, Schedule of Fee (Regulation 8) in the Companies Regulations 2017.

The Registrar must be satisfied and approve the striking off application only if the company fulfill the following requirements:

1. The directors must obtain the resolution of the shareholders 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 is not in operation.
2. The company has no assets and liabilities at the time when the application is made
3. The company has no outstanding charges in the Register of Charges
4. The company has no outstanding penalties or offer of compounds under the CA 2016.
5. The company has no outstanding tax or other liabilities with any Government Department or Agency.
6. The information of the company with the Registrar is up to date. The particulars of directors of the company and any other information as the Registrar deems fit must be the same as in the Registrar’s records.
7. The company is not involved in any legal proceedings within or outside Malaysia.‍
8. The company has not made any return of capital to the shareholders. The company is prohibited to make any return of capital to the shareholders to enable it to apply for striking off under section 550. If a company still has its capital, the company should proceed with the voluntary winding-up process to formally cease its existence.
9. The company is not a holding 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.

The Strike Off process may be completed within six to twelve months subject to the approval from Registrar. The striking off exercise is effected through the issuance of notice and the publication of notification and gazette. On publication of the gazette according to section 551(3) of the CA 2016, the company shall henceforth be dissolved.

The directors shall retain all registers, books, statutory records, accounting records, and documents as required under the CA 2016 for seven years after the company has been struck off from the register and shall be made available for inspection upon request by the Registrar.

For further details on strike off, kindly refer this link.