Executive summary: If a company that owes you money has gone into liquidation, you cannot just keep chasing payment as if nothing has happened. In Singapore, unsecured creditors generally need to file a Proof of Debt (or in short, “PoD”) to participate in any distribution from the company’s remaining assets.

Done properly, a PoD can mean the difference between recovering something versus being quietly left out of the distribution process. Done badly, it can be rejected, reduced, or even challenged by other creditors or the liquidator. Recent Singapore decisions have also highlighted how contentious PoD disputes can get.

This guide walks you through, in practical terms:

• What a Proof of Debt is and why it matters
• When and how to file a PoD in Singapore
• Common mistakes that cost creditors money
• When it is commercially sensible to engage a Singapore insolvency lawyer to protect your position

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1. What is a Proof of Debt in Singapore?

A Proof of Debt is a formal, signed statement by a creditor setting out the details and amount of its claim against a company in liquidation, together with supporting documents to substantiate that claim.

Key points:

• It is not just a copy of an invoice. It is a prescribed form with specific fields for the nature of the debt, consideration, any security, and whether there are set-offs or contingencies.
• Creditors must attach supporting documents such as invoices, statements of account, contracts, purchase orders, delivery orders, vouchers and receipts. If you do not provide support, the liquidator can reject the PoD.
• The liquidator will use PoDs to decide who is owed what, and to calculate any dividends payable to unsecured creditors after realising assets and paying prior-ranking claims.

In short, the PoD is the gateway to being recognised as a creditor in the liquidation and being considered for any payout.

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2. When do you need to file a Proof of Debt?

You generally consider filing a PoD if:

• The company is in liquidation (compulsory court winding up or creditors’ voluntary winding up); and
• You are owed money for debts incurred before the date of liquidation. Do note that post-liquidation debts are treated differently.

 2.1 Once the company is in liquidation

The Insolvency Office explains that once a company is in liquidation, creditors may file their Proofs of Debt with the liquidator, who will then adjudicate the claims and either admit or reject them.

You will usually find out about the liquidation through:

• A Notice of Winding Up or creditor communication
• Direct contact from the liquidator or Official Receiver
• Public announcements (e.g. in the Gazette / media)

2.2 Deadlines and “Notice to Prove”

The timing depends on the type of liquidation and the liquidator’s directions:

• In a creditors’ voluntary winding up or court winding up, the liquidator can issue a Notice to File Proof of Debt and fix a deadline. Creditors must submit PoDs by that date to participate in the dividend declared under that notice.
• If you miss that deadline, your claim is not extinguished, but you may be excluded from earlier distributions that are made before you prove your debt.

Practically, you should file your PoD as soon as you learn of the liquidation, instead of waiting for a notice.

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3. Step 1 – Confirm the type of insolvency and who the liquidator is

Before touching any form, you need to know:

1. Is this actually a liquidation?

• Companies can be in judicial management, schemes of arrangement or simplified insolvency programmes, each with different rules. Liquidation is a specific end-of-life process where the company’s assets are realised and distributed.

2. Who is handling the liquidation?

• If the Official Receiver is liquidator, information will be on the MinLaw Insolvency Office site and PoDs can be filed through its e-Services portal.
• If a private liquidator is appointed (usually a firm of insolvency practitioners), they will send instructions to creditors on how to lodge PoDs.

Check the company’s winding-up announcement, any circulars to creditors, or the Insolvency Office’s “Notice of Winding Up” page for details.

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4. Step 2 – Gather your supporting documents

Liquidators are not going to take your word for it. MinLaw guidance and creditor FAQs emphasise that you must substantiate your claim with documentation.

You should consolidate:

• The contract, purchase order or signed quotation
• All invoices and credit/debit notes
• Delivery orders, timesheets or acceptance certificates (for goods/services)
• A statement of account, showing:
  • invoices raised
  • payments received
  • interest/late charges (if claimed)
  • the final outstanding balance
• Any security documentation (e.g. guarantees, charges) or retention-of-title clauses, if you are relying on them

If you are missing documents, a Singapore insolvency lawyer can help you reconstruct the trail and decide what is realistically provable.

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5. Step 3 – Use the correct Proof of Debt form

The form you use depends on the insolvency regime and, for corporate insolvency, on the relevant rules and regulations.

Under the Insolvency, Restructuring and Dissolution Act 2018 (“IRDA”) and related rules, there are prescribed forms for winding-up matters.

Practical guidance from Singapore-focused articles notes, for example:

• For a court-ordered winding up, a specific court winding-up PoD form must be used.
• For a voluntary winding up, there is a different voluntary winding-up PoD form.

The key idea is: do not recycle some old template. Use the form specified by the liquidator or in the rules/circulars.

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6. Step 4 – Complete the key sections of the PoD

While the layout varies, all PoD forms capture broadly similar information. From Singapore PoD forms and guides, typical fields include:

1. Creditor details – name, UEN/ID, address, contact information.
2. Amount claimed – as at the relevant date (usually the date of the winding-up order or commencement of voluntary winding up), and the currency.
3. Particulars of claim – short description of the debt (e.g. “unpaid invoices for supply of [goods/services] under [contract ref]”).
4. Breakdown – invoices, interest, contractual costs, etc.
5. Security – whether the creditor is secured, partly secured or unsecured, and details of any charge, guarantee, or retention-of-title.
6. Set-off and counterclaims – whether there are mutual dealings, set-off, or disputes that may affect the figure.
7. Supporting documents – list of attached documents.
8. Declaration – a signed statement that the amount is due and the information is true, usually under penalty of perjury or similar consequences.

Erroneous completion (e.g. wrong figures, ignoring set-offs, omitting security) is a common reason why PoDs are challenged, reduced or rejected.

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7. Step 5 – Filing your Proof of Debt

7.1 If the Official Receiver is liquidator

Where the Official Receiver (OR) has been appointed as liquidator, creditors must file their PoD electronically via the Insolvency Office’s e-Services portal, using the “Proof of Debt for Company Liquidation” service.

Key points from MinLaw and Ask.gov guidance:

• The filing fee is S$5 per PoD, payable online.
• The fee is not claimable as part of the debt.
• You must upload your supporting documents with the PoD.
• Once payment is completed, the PoD is registered against the estate.

7.2 If a private liquidator is appointed

If a private liquidator is handling the liquidation, you usually:

• Receive a circular or notice explaining:
  • the form to use
  • where to send it (email/portal/post)
  • any deadline for proving debts
• Submit your PoD and supporting documents directly to the liquidator, following their instructions.

Some firms provide online claim portals; others require email/PDF submissions.

7.3 What happens after you file?

According to MinLaw’s corporate insolvency guidance and creditor FAQs:

• The liquidator will examine your PoD and may seek clarification or further documents.
• The PoD may be admitted in full, admitted in part, or rejected.
• If rejected (in whole or part), the liquidator should notify you with the reasons for rejection.
• Creditors who are dissatisfied may appeal to the court to set aside or vary the liquidator’s decision, under the Insolvency, Restructuring and Dissolution (Corporate Insolvency and Restructuring) Rules 2020 (“CIR Rules”).

Recent Singapore decisions have shown that a liquidators’ treatment of PoDs is not immune from scrutiny. The High Court allowed a creditor’s challenge against a liquidator’s admission of another creditor’s PoD.

This underscores that PoD adjudication is a legal process, not just an administrative box-tick.

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8. How a Singapore insolvency lawyer can structure a cost-effective strategy

For many creditors, the concern is: “Will legal fees eat up the recovery?”

In practice, a good Singapore insolvency lawyer will often:

• Offer a fixed fee for PoD preparation and filing (so you know your cost upfront), separate from any later litigation.
• Calibrate the intensity of work to the size and risk profile of your claim.
• If the relevant information is available, give you early visibility on the likely range of outcomes (including the real possibility that there may be no dividend if the estate is thin or heavily encumbered).

This allows you to decide rationally whether to proceed and if so, at what level of spend.

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FAQ – Proof of Debt in Singapore

1. Do I always need to file a Proof of Debt to get paid from a liquidation?

Yes, in most liquidations you must file a valid PoD to participate in distributions, unless the court orders otherwise. MinLaw’s corporate insolvency guidance states that creditors may file PoDs with the liquidator once the company is in liquidation; the liquidator adjudicates these and pays dividends on admitted claims.

2. Is there a strict deadline to file a Proof of Debt?

The liquidator can issue a Notice to File Proof of Debt or Notice of Intended Dividend, setting a deadline. If you miss it, you may be excluded from that round of distribution, but your claim is not necessarily extinguished. You can still prove for later dividends, if any. That said, you should file as early as possible; late claims are at a clear disadvantage.

3. Does filing a PoD guarantee that I will be paid?

No. A PoD only ensures that your claim is considered. Whether you receive any money depends on:

• The assets realised
• The costs and expenses of the liquidation
• Preferential debts (e.g. certain employee and tax claims) which rank ahead of unsecured creditors
• The total amount of admitted unsecured claims

In some liquidations, there is no dividend for unsecured creditors.

4. How much does it cost to file a Proof of Debt?

If the Official Receiver is liquidator, the filing fee is S$5 per PoD, payable online, and this fee is not claimable as part of the debt.

If a private liquidator is handling the case, they may not charge a statutory filing fee, but you will bear your own internal and professional costs for engaging a Singapore lawyer to assist you with this process.

5. What if my Proof of Debt is rejected?

The liquidator should send you a notice explaining why the PoD is rejected or reduced. Under the CIR Rules and IRDA framework, you may be able to apply to court to challenge the decision. Singapore courts have recently considered such challenges and the test for expunging or reducing proofs of debt. You should seek legal advice quickly, as time and evidence management are critical.

6. Can I challenge another creditor’s Proof of Debt?

Yes. Creditors can challenge the admission of another creditor’s PoD in appropriate cases. This is a specialised area where an insolvency lawyer’s input is essential.

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If your debtor company has gone into liquidation and you are unsure how to protect and maximise your recovery, it is worth speaking to a Singapore insolvency lawyer on the liquidation process before you file anything. A well-prepared Proof of Debt is not just a form – it is your claim to whatever value is left on the table.

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The author, Waltson Tan, is a corporate lawyer based in Singapore. He is qualified as an advocate and solicitor in Singapore and has more than nine years of post-qualification experience.

Waltson focuses his practice on mergers and acquisitions, private equity, joint ventures, investment funds and other general corporate and commercial transactions. He has also represented numerous leading multinational organisations on a broad spectrum of corporate, regulatory, cross-border restructuring and employment matters.

Prior to joining the firm, he practised at a leading international law firm, which was the second largest law firm in the United States and one of the ten largest in the world.

Waltson Tan Director +65 8079 0028 waltson.tan@28falconlaw.com

Office address: 101A Upper Cross Street #13-11, People’s Park Centre Singapore 058358