For any incorporated Private Limited Company operating in Hong Kong, it is important to fully understand and adhere to Hong Kong’s Annual Return filing requirements including the deadlines, documentation, and the Companies Registry process.
Let’s look into the annual return filings essentials to maintain good regulatory compliance in this article.
An Annual Return (Form NAR1) is a statutory document that must be filed annually by all limited companies registered under the Hong Kong Companies Ordinance. The filing of an Annual Return is a legal requirement. It must be submitted to the Companies Registry of Hong Kong, regardless of whether the company has been in active operation during the review period. Failure to file an Annual Return can result in penalties and, in some cases, the company’s deregistration.
This document serves as the public record updated with the company’s current structure and management details, ensuring transparency and accountability.
What to Include in the Annual Return?
For Public Companies and Companies Limited by Guarantee, the Annual Return filing is aligned with their financial year-end, while Private Limited Companies file on the anniversary of their incorporation.
Below are typically included in the form:
- Company Name and Registration Number: The legal name of the company as registered with the Companies Registry and its unique registration number.
- Registered Office Address: The official address of the company in Hong Kong where official documents can be sent.
- Principal Business Activities: A brief description of the main business activities undertaken by the company.
- Details of Directors: Names, addresses, and other pertinent details of the company’s directors, indicating any changes that might have occurred during the year.
- Company Secretary Information: Information about the person(s) responsible for ensuring regulatory compliance.
- Company’s Financial Year-End: The date marking the end of the financial year for the company.
How to File the Annual Return with the Companies Registry?
There are 2 main options:
- Paper Filing
- Electronic Filing (e-Registry): A more efficient and convenient way is to use the e-Registry portal:
- Create an account if you haven’t already: https://www.eregistry.gov.hk/
- Download the appropriate Annual Return form (NAR1 for the simplified version, if eligible)
- Complete the form electronically and upload to the e-Registry along with payment of the annual registration fee
Seek assistance from a company secretary or corporate services provider if you are unsure about specific compliance procedures.
When is the Filing Deadline for Annual Returns in Hong Kong?
Companies must file their Annual Return within 42 days after the anniversary of their incorporation date (for private companies) or registration date (for registered non-Hong Kong companies). Sundays and public holidays are included when calculating the 42-day period. However, if the 42nd day is a Sunday or public holiday, the deadline extends to the next non-holiday business day.
The Companies Registry provides a helpful online tool to calculate your exact Annual Return filing deadline. For example: If your company was incorporated on March 15th, your Annual Return must be filed by April 26th of the following year.
This article is originally published by Sleek:
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