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Notice of Proposal to Strike Off Template for Malaysia

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Key Requirements PROMPT example:

Notice of Proposal to Strike Off

I need a Notice of Proposal to Strike Off for a company that has ceased operations and has no outstanding liabilities or creditors. The document should comply with the Companies Act 2016 in Malaysia and include a 30-day notice period for any objections.

What is a Notice of Proposal to Strike Off?

A Notice of Proposal to Strike Off is an official warning from the Companies Commission of Malaysia (SSM) that they plan to remove a company from their register. SSM issues this notice when they believe a company has stopped operating or isn't following basic legal requirements under the Companies Act 2016.

Companies typically receive this notice for failing to file annual returns, not maintaining a registered office, or becoming inactive. Once issued, the company has 30 days to respond - either by proving they're still active or by addressing any compliance issues. If there's no response, SSM will proceed to strike off the company, ending its legal existence.

When should you use a Notice of Proposal to Strike Off?

The Companies Commission of Malaysia (SSM) issues a Notice of Proposal to Strike Off when companies show signs of inactivity or non-compliance. Common triggers include failing to file annual returns for three consecutive years, not maintaining a proper registered office, or ceasing business operations without formal closure.

Companies receiving this notice must act quickly to either prove their active status or resolve compliance issues within 30 days. Ignoring the notice leads to automatic strike-off, which terminates the company's legal existence and can create serious complications for directors, shareholders, and creditors. For dormant companies, this notice offers a cost-effective way to close down operations formally.

What are the different types of Notice of Proposal to Strike Off?

  • SSM Section 551 Notice: Standard notice issued for failing to file annual returns or suspected inactive status - requires response within 30 days
  • Voluntary Strike-Off Notice: Simplified version used when companies request their own removal from the register
  • Compliance-Based Notice: Detailed version citing specific regulatory breaches under Companies Act 2016
  • Final Strike-Off Notice: Enhanced version issued after previous notices went unanswered, marking last warning before removal
  • Gazette Publication Notice: Official version published in government gazette, marking public announcement of pending strike-off

Who should typically use a Notice of Proposal to Strike Off?

  • Companies Commission of Malaysia (SSM): Issues and enforces these notices as the primary regulatory authority
  • Company Directors: Must respond to the notice and prove company activity or resolve compliance issues
  • Company Secretary: Handles correspondence with SSM and advises directors on compliance requirements
  • Shareholders: Need to be informed as strike-off affects their ownership rights and investments
  • Creditors: Must be notified as company strike-off impacts their ability to recover debts
  • Legal Advisors: Guide companies through the strike-off process or help contest unwarranted notices

How do you write a Notice of Proposal to Strike Off?

  • Company Details: Gather accurate registration number, registered address, and directors' information
  • Non-Compliance Evidence: Document specific breaches like missed annual returns or inactive status
  • Timeline Records: Note dates of previous communications and compliance warnings from SSM
  • Financial Status: Confirm any outstanding debts, assets, or unresolved financial obligations
  • Legal Requirements: Review Section 551 of Companies Act 2016 for proper notice format
  • Notice Distribution: Prepare list of stakeholders who must receive copies, including directors and creditors
  • Response Window: Clearly state the 30-day response deadline and required remedial actions

What should be included in a Notice of Proposal to Strike Off?

  • Company Identification: Full legal name, registration number, and registered office address
  • Legal Authority: Citation of Section 551 Companies Act 2016 and SSM's statutory powers
  • Grounds for Strike-Off: Clear statement of specific reasons triggering the notice
  • Response Period: Explicit 30-day deadline and consequences of non-response
  • Required Actions: Detailed steps company must take to prevent strike-off
  • Official Signatures: Authorized SSM officer's name, designation, and signature
  • Date and Reference: Issue date, reference number, and SSM contact details
  • Objection Rights: Process for contesting the proposed strike-off action

What's the difference between a Notice of Proposal to Strike Off and a Notice of Termination?

A Notice of Proposal to Strike Off differs significantly from a Notice of Termination in several key aspects. While both involve ending something, they serve distinct legal purposes under Malaysian law.

  • Legal Authority: Strike-off notices come exclusively from SSM under Companies Act 2016, while termination notices can be issued by any party ending a business relationship or contract
  • Scope of Impact: Strike-off notices affect the company's entire legal existence and all stakeholders, whereas termination notices only impact specific contractual relationships
  • Response Timeline: Strike-off notices mandate a strict 30-day response period; termination notices follow contract-specific notice periods
  • Reversibility: Strike-off actions can be reversed within specific timeframes by proving compliance; termination notices usually mark a final end to agreements
  • Required Actions: Strike-off notices demand specific regulatory compliance actions; termination notices typically focus on winding down obligations and settling accounts

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