IRDA FAQ
IRDA FAQ
QUESTIONS & ANSWERS RELATING TO THE INSOLVENCY, RESTRUCTURING & DISSOLUTION ACT 2018 (No. 40 of 2018) (“IRDA”)
1. Are there any changes to the role of the Official Receiver under the IRDA?
Under the IRDA, the Official Receiver will no longer be the liquidator of last resort and will administer new compulsory winding up cases only if the Official Receiver consents to doing so.
2. What is the threshold for commencing a winding up application against a debtor under IRDA?
Pursuant to section 125(2)(a) of the IRDA, the threshold for indebtedness has been increased from $10,000 to $15,000.
3. When must the winding up deposit be paid to the Official Receiver?
Pursuant to rule 64 of the IRD (Corporate Insolvency and Restructuring) Rules 2020, before filing a winding up application in respect of a company, the applicant must make payment of the prescribed sum to the Official Receiver.
4. How do I pay the winding up deposit?
You may pay the winding up deposit via MinLaw e-services eCollection Portal at https://eservices.mlaw.gov.sg/io. Upon successful payment via the eCollection Portal, you will receive an auto-generated payment summary as proof of payment of the winding up application.
5. Will the IRDA provisions apply to a company that is wound up under the Companies Act (Cap. 50) (“CA”)?
No, the IRDA provisions will only be applicable to companies that are wound up under the IRDA.
6. Will the new forms under the IRDA apply to a company that is wound up under the Companies Act (Cap. 50) (“CA”)?
No, the existing forms under the CA will still be applicable to companies that are wound up under the CA.
7. How do I apply for an early dissolution of a company?
You should submit a report to the Official Receiver, detailing the assets realised (if any) and a final account summarising the receipts and payments in the course of administration. The report should also include your assessment on why the realisable assets are insufficient to cover the expenses of liquidation; and whether the affairs of the company require any further investigations.
8. What are the changes to the liquidation processes under the IRDA?
A list of the changes is summarised in the table below:
Voluntary Winding Up
| Subject Matter | Requirements under Companies Act | Requirements under IRDA |
| Director’s Statutory Declaration on Company’s Inability to Continue Business by Reason of its Liabilities | A hardcopy of the statutory declaration is lodged with the OR together with the lodgment fee. |
Pursuant to section 161(1) of the IRDA, where the directors of a company have made and lodge with the OR a statutory declaration in the prescribed form, the directors must immediately appoint a licensed insolvency practitioner to be the provisional liquidator. This statutory declaration must be lodged with the OR via the Insolvency Office e-Services at https://eservices.mlaw.gov.sg/io/ under "For Company Officers". Upon successful login, click on E-Services and select "Submit Statutory Declaration on Company's Inability to Continue Business by Reason of its Liabilities". Payment of the lodgment fee shall be made online. |
| Advertisement on Holding of a Final Meeting (Voluntary Winding Up) |
The liquidator is not required to send a copy of the said advertisement to the OR. | Pursuant to section 180(2)(d) of the IRDA, the liquidator must send to the OR a copy of the advertisement on the holding of a final meeting within 7 days after its publication. The liquidator must submit a copy of the advertisement to the OR via the Insolvency Office e-Services at https://eservices.mlaw.gov.sg/io/ under "For Liquidators/ Scheme Managers". Upon successful login, click on E-Services and select "Submit Advertisement on Holding of a Final Meeting Voluntary Winding Up". |
| Advertisement on Holding of a Final Meeting (Voluntary Winding Up) (Cont’d) |
Pursuant to section 308(2) of the CA, after a declaration is made by the liquidator and filed with the OR that neither at the date of commencement of the winding up nor since that date has the company had trade creditors, the advertisement need only be published in a newspaper. | This declaration is no longer required under the IRDA. |
Voluntary and Compulsory Winding Up
| Subject Matter | Requirements under Companies Act | Requirements under IRDA |
| Liquidator’s accounts of receipts and payments and Statement of Position in Winding Up | The liquidator is required to lodge with the OR and Registrar of Companies (“ROC”) the said account and statement within one month after the expiry of a period of 6 months after the date of the liquidator’s appointment and every subsequent period of 6 months. |
Pursuant to section 192(1) of the IRDA, every liquidator must lodge with the OR in the prescribed form and verified by statutory declaration, an account of the liquidator’s receipts and payments and a statement of the position in the winding up within one month after the expiry of 12 months after the date of the liquidator’s appointment, every subsequent period of 12 months. Within 7 days after lodging the account and statement with the OR, the liquidator must lodge with the ROC a notice in the prescribed form of the lodgment of that account and statement. |
Compulsory Winding Up
| Subject Matter | Requirements under Companies Act | Requirements under IRDA |
| Circumstances in which a company may be wound up by Court | The threshold for indebtedness is $10,000. | Pursuant to section 125(2)(a) of the IRDA, the threshold for indebtedness has been increased from $10,000 to $15,000. |
| Deposit to Official Receiver | The applicant places the prescribed sum with the OR after a winding up application has been filed. | Pursuant to rule 64 of the IRD (Corporate Insolvency and Restructuring) Rules 2020, before filing a winding up application in respect of a company, the applicant must make payment of the prescribed sum to the OR. |
| Special Bank Account for Liquidator | The said application can only be made by the committee of inspection. | Pursuant to rule 139(1) of the IRD (Corporate Insolvency and Restructuring) Rules 2020, where no committee of inspection has been appointed in respect of a company that is being wound up by the Court, the Court may, upon the application of the liquidator of the company, authorise the liquidator to make payments received by the liquidator in the course of the winding up into a special bank account. |
| Bills of costs, charges or expenses | The Bills of costs, charges or expenses are required to be taxed before they can be paid. |
The Bills of costs, charges or expenses are not required to be taxed if such costs, charges or expenses: a) do not exceed the sum of $10,000; or b) exceed the sum of $10,000 but do not exceed the sum of $100,000 and have been approved for payment by the committee of inspection in question. |
| Early Dissolution of a Company administered by the Liquidator | This option is not available under CA. |
Pursuant to section 210 of the IRDA, a liquidator may apply to the OR for an early dissolution of a company in cases where the liquidator has reasonable cause to believe that: a) the realisable assets of the company are insufficient to cover the expenses of the winding up; and b) the affairs of the company do not require any further investigation. All applications shall be sent to the OR via the Insolvency Office e-Services at https://eservices.mlaw.gov.sg/io/ under "For Liquidators/ Scheme Managers". Upon successful login, click on E-Services and select "Submit Early Dissolution Report". |
9. Are there any new e-Services introduced to support the filing requirements under the IRDA?
Yes, the following new e-Services are introduced to support the filing requirements under the IRDA:
For Company Officers:
1) Director’s Statutory Declaration on Company’s Inability to Continue Business by Reason of its Liabilities (VW Case)
For Liquidators/ Scheme Managers
1) Statement of Concurrence (CW Case)
2) Preliminary Report by Liquidator (CW Case)
3) Unclaimed assets to be paid to the OR (CW/VW Case)
4) Liquidator’s Accounts (CW Case)
5) Advertisement on Holding of a Final Meeting (Voluntary Winding Up) (VW Case)
6) Appointment as Scheme Manager (SA Case)
You may access these e-Services at https://eservices.mlaw.gov.sg/io/.
The guides to the above e-services can be found at https://io.mlaw.gov.sg/corporate-insolvency/guides/.
10. Are any of the new e-Services available for use by companies that are wound up under the Companies Act (Cap. 50) (“CA”)?
Liquidators may use the following new e-Services for companies that are wound up under CA:
1) Statement of Concurrence (CW Case)
2) Preliminary Report by Liquidator (CW Case)
3) Unclaimed assets to be paid to the OR (CW/VW Case)
11. Where can I download a copy of the IRDA-related statutory forms?
The new forms are available for download at https://io.mlaw.gov.sg/corporate-insolvency/forms/ from 30 July 2020.