This short guide explains the process for removing a company from the SSM register today and why many inactive firms choose striking off as a cost-effective closing option.
Two routes exist under the Companies Act 2016: striking off under sections 549–550 via Practice Directive 1/2017, or winding up through Members’ Voluntary Liquidation (MVL). Striking off suits entities with no assets, liabilities, or charges and needs SSM approval.
The Registrar issues a 30-day public notice for objections. If none arise, the striking off is published in the Federal Gazette and the company is dissolved. Applications may be filed by directors, members, a liquidator, or the Registrar.
Be aware that dissolution does not erase past misconduct. Directors, officers, and members can still face enforcement. Reinstatement by court is possible within seven years, so keep records and plan for risk.
Key Takeaways
- Striking off is ideal for inactive entities without assets or liabilities and is usually cheaper than MVL.
- SSM uses a 30-day public notice and Gazette publication before dissolution.
- Applications may come from directors, members, liquidators, or the Registrar.
- Liabilities for past misconduct survive dissolution; reinstatement is possible within seven years.
- This guide covers eligibility, documents, timelines, tax clearance, and common pitfalls to avoid delays.
Understanding Striking Off under the Companies Act 2016 in Malaysia
Striking off removes a company name from the SSM register under the framework set by the Companies Act 2016 and Practice Directive 1/2017. This process ends the legal existence of the company once formal steps finish and the Federal Gazette publishes the name.
The act 2016 grants power under section 549(a) and section 550 for the Registrar to begin removal. A public notice starts an objection window that lasts thirty days. Creditors, regulators, or interested parties may lodge objections during that time.
After the Gazette lists the company name, dissolution takes effect, and the entity can no longer trade or enter contracts. The Registrar may also act on his own motion if records show non-operation, so maintaining filings helps avoid unexpected action.
Note: dissolution does not shield directors or officers from liability for past breaches. Enforcement or court actions may still target individuals after the company ends.
- Removal = deletion of company name from the register and end of corporate existence.
- Registrar uses statutory notice and a 30-day objection period under the Companies Act.
- Striking off differs from winding up: no liquidator or asset distribution is involved here.
| Feature | Striking Off | Winding Up / MVL |
|---|---|---|
| Assets & Liabilities | None expected; simple removal | Handles assets, creditors, and distributions |
| Decision Maker | Registrar or company initiator | Shareholders appoint liquidator |
| Outcome | Company name deleted; dissolution effective | Formal liquidation and final accounts |
Striking Off vs Members’ Voluntary Liquidation (MVL): Choosing the right way to close your company
Deciding between a simple removal and a formal liquidation starts with an honest review of the company’s finances. If the entity has ceased business and truly holds no assets or liabilities, striking off is usually quicker and cheaper.
When a simple removal is suitable
Choose this route if the business is inactive, has no assets, and no creditors. SSM approval depends on complete documents and clear records.
Typically, striking off completes in about six months, subject to SSM review. Books must be kept for seven years and court reinstatement is possible within that period.
When Members’ Voluntary Liquidation is better
MVL suits solvent firms that need to distribute assets or settle liabilities. Members appoint a liquidator and hold required meetings.
This route often takes more than six months and can extend past a year because of tax clearance and formal procedures. Reinstatement is not available after MVL.
Key differences at a glance
- Approvals: striking off needs SSM sign-off; MVL decisions rest with members and a liquidator.
- Timeline: striking off often completes within months; MVL can take months or over a year.
- Records: striking off requires seven-year retention; MVL allows members’ discretion after finalization.
| Aspect | Striking Off | MVL |
|---|---|---|
| Suitable where | No assets, no liabilities, inactive | Solvent with assets or creditor issues |
| Decision maker | SSM approval after application | Members appoint liquidator |
| Typical duration | About six months | Six months to over a year |
| Reinstatement | Possible by court within seven years | Not available after completion |
If SSM declines, the company can proceed with liquidation and appoint a liquidator to protect stakeholders and ensure compliance.
Eligibility and requirements to meet before you apply (Companies Act 2016)
Before applying, confirm the business has fully ceased operations and that records show zero assets and liabilities. The Registrar will expect clear evidence that the company is dormant and that no secured charges remain on SSM’s Register of Charges.
Key statutory hurdles include outstanding penalties or compounds under the Companies Act, and any unpaid tax or government liabilities. Obtain tax clearance from LHDN and settle dues with other agencies before filing.
No legal proceedings or guarantor duties
The company involved in ongoing litigation, or serving as a holding or guarantor corporation, is ineligible. Also, a prior return of capital disqualifies the entity; consider an MVL instead.
Note: A properly passed shareholders’ resolution authorizing the application and updated SSM records are essential for a successful review.
- Provide recent financials showing zero assets and zero liabilities.
- Confirm no outstanding charges and full compliance with the Companies Act section-based rules.
- Keep minutes and statutory updates current at SSM before submission.
| Requirement | What to show | Consequence if unmet |
|---|---|---|
| No assets or liabilities | Signed financial statements showing zero balances | Application refused; MVL may be required |
| Tax & government dues | Tax clearance from LHDN; receipts for government payments | Delay or rejection until clearance obtained |
| No legal actions / not a guarantor | Declarations and supporting affidavits | Ineligibility for removal |
Who can initiate the application and who does what
A strike-off application typically begins when a director, members acting by resolution, or a liquidator lodges the required forms.
The Registrar may also act on his own motion after reviewing SSM records and suspecting dormancy.
Primary initiators
Directors or a director with board authority can initiate an application. Members and shareholders may also pass a resolution to start the process.
A liquidator can begin the formal winding-up route for solvent closures and will lead that path.
Key roles in the process
- Company secretary: prepares and lodges the striking-off forms under Practice Directive 1/2017 and handles SSM liaison.
- Liquidator: manages MVL duties—realises assets, pays liabilities, and reports to members.
- Adviser team: tax agents, auditors and bankers support reconciliations and clearances.
Companies often delegate document collation to the company secretary for accuracy. This reduces errors and speeds SSM queries.
| Actor | Main duty | When involved |
|---|---|---|
| Director | Authorises filing and signs declarations | Striking-off initiation |
| Members / Shareholders | Pass resolutions and approve closure path | Before filing |
| Company secretary | Prepares submission and liaises with SSM | Throughout striking-off |
| Liquidator | Conducts MVL, realises assets, reports to members | MVL process |
| Adviser team | Provides tax clearance, audit and bank confirmations | Pre-application and during review |
Tip: Keep clear lines of communication among directors, members, the company secretary and advisers to avoid duplicated efforts and delays.
How to Strike Off a Company in Malaysia: step-by-step process
Before filing, confirm the business has stopped trading and close bank accounts. Reconcile books and clear statutory dues such as LHDN, EPF and SOCSO.
Pre-application checks
Cease operations, settle liabilities, and update registers at the registered office. Keep minutes and director contact details current.
Approvals and key documents
Obtain board and members approvals. Prepare the directors shareholders resolution and a statutory declaration confirming zero assets and liabilities.
Lodging the application
Complete the Declaration‑Application per Practice Directive 1/2017 (Schedule B) and file under sections 549/550. Attach recent financial statements, tax clearance, and supporting documents.
Notice, Gazette and dissolution
The Registrar will publish a public notice and allow a 30‑day objection window. If no valid objection appears, the Federal Gazette lists the name and the effective strike date marks the formal dissolution.
Tip: Track SSM queries after submission. Quick responses reduce delays in the final stage.
| Step | What to provide | Outcome |
|---|---|---|
| Pre-application | Account closure, settle taxes, update registers | Eligibility confirmed |
| Approval | Directors/shareholders resolution, statutory declaration | Formal consent obtained |
| Submission | Practice Directive forms, financials, tax clearance | SSM review starts |
| Notice & Gazette | Registrar notice; 30-day objection | Company strike and dissolution effective |
Timeline, records, and tax considerations in 2025
Plan a realistic timeline before you file. Expect the full process to span several months, with the exact time depending on how quickly SSM clears queries and whether any objections are lodged.
Typical duration and practical lead times
Striking off commonly completes in about six months.
Allow extra weeks for closing bank accounts and getting third‑party confirmations such as LHDN, EPF, and SOCSO.
Keeping records after dissolution
Retain books and documents at the registered office for at least seven years after the date of dissolution. This preserves evidence for audits, potential reinstatement, or regulatory review of company affairs.
Tax clearance and dividend planning
Obtain tax clearance from LHDN early. Doing so avoids last‑minute holds and aligns with good practice. Recent 2025 budget discussions may affect dividend taxation at the individual level, so consult a tax adviser before making final distributions.
| Area | What to confirm | Why it matters |
|---|---|---|
| Timeline | Estimate months for SSM review and objections | Sets stakeholder expectations and filing schedule |
| Records | Keep ledgers showing zero balances and company assets movements | Supports audits and possible reinstatement |
| Tax | Obtain LHDN clearance; review dividend treatment | Prevents delays and avoids inefficient tax outcomes |
Objections, withdrawal, and reinstatement: what can happen after you apply
When the public notice appears, third parties often review records and may file objections based on ongoing claims.
Who can object during the statutory notice period includes creditors, members, regulators, or any person with an interest.
- Common grounds are ongoing business activity, active legal proceedings, receivership or liquidation, and unresolved creditor claims.
- Equitable reasons such as intended derivative actions or unpaid statutory obligations also justify objections.
Evaluating and responding to an objection
Carefully review the objection and ask for documentary proof. Provide clear records showing cessation of transactions, bank closures, and zero balances.
Supply signed financials, tax clearance, and sworn declarations to address queries quickly and reduce the chance of refusal.
Withdrawing an application during the notice window
Under section 551, the applicant may withdraw the application within 30 days from the date specified in the Registrar’s notice.
File a withdrawal notice with reasons and supporting documents. Track the notice date closely so you don’t miss this window.
Reinstatement by court
If a company struck is published in the Federal Gazette, interested parties may apply to court for reinstatement within seven years.
Keep records for seven years: they support applications and protect members and creditors who may seek remedies.
Tip: Keep a communication log with SSM during the notice period to show timely responses and procedural compliance.
| Issue | Action | Why it matters |
|---|---|---|
| Objection lodged | Produce supporting documents and clarification | May prevent strike and protect creditors |
| Withdrawal request | Submit under section 551 with reasons within 30 days | Stops process and allows further cleanup |
| Company struck | Apply to court for reinstatement within seven years | Restores corporate status for remedy or claims |
Common pitfalls that delay or derail a company strike off—and how to avoid them
Minor discrepancies in filings often trigger SSM queries that delay the removal process.
Typical rejection triggers include missing tax clearance, unpaid compounds, and charges still recorded on the register. These breach Companies Act requirements and are the most common reasons an application is refused.
Compliance blind spots are often less obvious.
- The company must not have assets liabilities at filing; lingering balances, even small ones, can prompt rejection.
- Secured creditors, prior return of capital, or inaccurate statutory data tied to the company name often block approval.
- Any company involved in legal proceedings is ineligible; confirm status with counsel before submission.
Quote: “Prepare reconciled financials showing zero company assets and no liabilities, and attach supporting letters where possible.”
Before you submit, reconcile bank statements, obtain LHDN clearance, and update SSM records. A short pre-filing audit of the application and documents cuts rework time.
| Setback | What to check | Quick remedy |
|---|---|---|
| Missing tax clearance | Confirm LHDN clearance for final year | Obtain clearance letter; attach to application |
| Undischarged charges | Search Register of Charges for entries | Secure discharge or consent from chargee |
| Inaccurate company information | Verify SSM records and company register | File updates and include certified minutes |
Conclusion
Final checklist: use this brief list to align documents, pass the required resolution and calendar the notice and Gazette date windows under sections 549–550 and Practice Directive 1/2017.
Engage your company secretary and adviser team early so financials, tax clearance and statutory declarations are ready. Confirm directors and shareholders agree the entity holds no assets, no liabilities and no registered charges before you file the application.
If assets or liabilities remain, choose winding via liquidation or an MVL and appoint a liquidator to close affairs properly and secure tax clearance. Clean records and accurate notices reduce objections, refusals and months of delay.
Keep records for seven years after dissolution since a court may order reinstatement. If today you want guidance, coordinate with your adviser team and set the next steps now.
FAQ
What is striking off under the Companies Act 2016 and when is it suitable?
Striking off is an administrative process where the Registrar of Companies removes a company from the register when it has no assets or liabilities, is inactive, and meets statutory conditions. It’s suitable for small dormant companies with no ongoing contracts, no secured creditors, and no outstanding tax or penalties.
How does striking off differ from a Members’ Voluntary Liquidation (MVL)?
Striking off is simpler and cheaper but only for companies with no assets or debts. MVL requires a licensed liquidator, suits companies with remaining assets or liabilities, and provides formal distribution to members. MVL gives clearer creditor protection and formal closure records compared with an SSM strike off.
Who can apply for striking off and who handles each task?
Directors or members can initiate the application, and the Registrar may act on his own motion. A company secretary usually prepares and files the striking-off documents. For MVL, a licensed liquidator handles winding up, asset realization, and creditor claims.
What key eligibility requirements must be met before filing under the Companies Act 2016?
The company must have no assets or liabilities, no outstanding charges on the register, no unresolved penalties or taxes (tax clearance required), no ongoing court proceedings, and be inactive. The company should not act as a holding or guarantor company, and statutory records must be up to date.
What documents are needed for the SSM striking-off application?
Required documents typically include a directors’ resolution or members’ consent, a statutory declaration confirming no assets or liabilities, latest financial statements where applicable, tax clearance or confirmation of no tax liabilities, and completed SSM forms under sections 549/550 and Practice Directive 1/2017.
What is the step-by-step process for filing with SSM?
Steps include ceasing business activities, settling liabilities, updating statutory registers, passing the necessary resolutions, preparing a statutory declaration and supporting documents, submitting the application to SSM, and awaiting the Registrar’s 30-day public objection period. If no objections arise, the Registrar will publish the strike off in the Gazette and the company will be dissolved.
How long does the striking-off process usually take in 2025?
Processing often takes around six months from filing to dissolution, but timing can vary. SSM review, any objections, or requests for additional information can extend the period. Allow extra time for obtaining tax clearance and resolving creditor claims.
What happens during the 30-day public objection period?
The Registrar publicizes the proposed strike off and allows creditors, government agencies, or other interested parties to object. Valid objections include outstanding debts, ongoing litigation, or equitable reasons. If an objection is upheld, SSM may refuse the application or require the company to resolve the issue.
Can an application be withdrawn after submission?
Yes. The company may withdraw its application within the statutory notice window under section 551 by informing SSM and addressing any issues that prompted the filing. Withdrawal prevents dissolution and allows the company to remedy outstanding matters.
Is court reinstatement possible after a company is struck off?
Yes. A struck-off company can be restored to the register by court order within seven years of dissolution. Reinstatement permits claimants to pursue legal remedies and restores the company’s status, subject to court discretion and conditions.
What records must be retained after striking off and for how long?
Directors and former officers should keep books, accounting records, and statutory documents for at least seven years at the registered office or another safe location. Retention supports future claims, tax queries, or potential reinstatement applications.
What tax steps should directors take before applying?
Obtain tax clearance or confirm no outstanding tax liabilities with the Inland Revenue Board. Finalize payroll filings, GST/SST matters where relevant, and account for recent dividends or distributions. Unresolved tax issues are a common ground for rejection.
What common pitfalls delay or derail applications and how can I avoid them?
Common issues include unresolved taxes or penalties, outstanding charges, inaccurate company information, undisclosed creditors, and incomplete statutory declarations. Avoid delays by auditing books, obtaining tax clearance, updating the register, and using an experienced company secretary or corporate services provider.
If creditors or third parties object, what outcomes can occur?
SSM may suspend or reject the application, require dispute resolution, or move toward formal liquidation. Creditors can seek court orders to prevent strike off or pursue restoration later. Address creditor claims before filing to minimize risk.
When is it better to use a professional team for the process?
Engage a corporate secretary, tax advisor, or licensed liquidator when complexity exists—such as cross-border creditors, unsettled tax matters, asset distributions, or potential legal claims. Professionals reduce the chance of rejection and protect directors from future liability.
