In the dynamic business landscape of 2026, many entrepreneurs find themselves holding a “live” entity that isn’t currently generating income. Whether you are in a pre-revenue R&D phase, pivoting your business model, or simply holding an asset, the short answer is: Yes, a Singapore company can operate without revenue.
However, “no revenue” does not mean “no responsibilities.” In Singapore, a company with zero income is often classified as dormant, but it remains a legal entity with ongoing statutory obligations. At Hallmark Corporate Services, we help business owners navigate the thin line between inactivity and non-compliance.
1. Understanding “Dormant” Status
The definition of dormancy actually differs slightly between the two main regulators in Singapore.
- ACRA (Accounting and Corporate Regulatory Authority): A company is dormant if no “accounting transactions” have occurred during the financial period. Specific costs like the appointment of a company secretary, maintenance of a registered office, and ACRA filing fees do not break dormancy.
- IRAS (Inland Revenue Authority of Singapore): A company is dormant if it has not conducted business and has not received any income (including passive income like interest or dividends) for the entire basis period.
2. Mandatory Filings for Zero-Revenue Companies
Even if your bank balance hasn’t moved in a year, you must satisfy the “Big Three” requirements to stay in good standing for 2026:
- Annual Returns (ACRA): All companies must file an Annual Return (AR) via BizFile+ within 7 months of their Financial Year End (FYE). You must declare your dormant status during this filing.
- Financial Statements: Most dormant, non-listed companies are exempt from preparing full financial statements if their total assets do not exceed S$500,000. However, you must still maintain simplified records to prove your dormancy.
- Corporate Tax Return (IRAS): You must file Form C-S/C for your dormant company by 30 November unless you have applied for and been granted a Waiver to Submit Tax Returns.
3. Compliance Checklist for Inactive Companies
| Requirement | Status for Dormant Companies |
| Company Secretary | Mandatory. Must be appointed within 6 months of incorporation. |
| Registered Office | Mandatory. Must have a physical Singapore address for legal notices. |
| Annual General Meeting | Exempt for many private dormant companies (subject to specific criteria). |
| Audit | Exempt if the company meets the “Small Company” or dormant criteria. |
| Record Keeping | Mandatory. Records must be kept for 5 years, even if revenue is zero. |
4. When Should You Close Instead of Staying Dormant?
Maintaining a dormant company in 2026 involves annual costs (secretarial fees, registered office, and filing fees). If you do not foresee the company generating revenue within the next 24 months, it may be more cost-effective to:
- Apply for Striking Off: A faster, cheaper way to dissolve a company that has no assets or liabilities.
- Winding Up: A more formal process for companies with complex asset structures.
5. Reviving Your Company
If your dormant company suddenly lands a contract in 2026, you must notify IRAS within one month of recommencing business. Failure to do so can lead to penalties, as the “Waiver to Submit Tax Returns” will be immediately revoked.
Conclusion: Inactive is Not Invisible
Operating without revenue is a common phase for startups and holding companies, but the regulators in Singapore expect you to maintain the “corporate hygiene” of your entity. Neglecting these filings can lead to composition fines of up to S$600 per breach and personal liability for directors.At Hallmark Corporate Services, we offer Dormant Company Maintenance Packages. We handle your ACRA and IRAS filings at a fraction of the cost of active company management, ensuring your entity stays “audit-ready” until you are ready to scale.