Dear Startupr Client,
Occasionally, some firms wish to close or deregister their Hong Kong registered companies before actually conducting any transactions. If you wish to do so, and your company has made no transactions since initial HK registration, Startupr can certainly help.
Before we apply for official deregistration, however, your Hong Kong company must be in full, up to date compliance with all Company Registry & HK Inland Revenue requirements. This means all company documents should be properly completed (e.g. NAR1, NNC1, D2A), with no fees or duties outstanding.
Then, pursuant to section 291AA of the Companies Ordinance, the Director or the appointed Company Secretary requests the Commissioner of Inland Revenue to issue written notice confirming IRD’s consent to deregister through Company Registry. Once Startupr receives this official confirmation, we apply to Company Registry for actual deregistration.
It’s important to remember that even though you intend to deregister a company, the appropriate Annual Return must still be filed with Company Registry no more than 42 days after the firm’s return date. Business Registration Certificate fees must be paid as well, and the company’s Annual Return must be filed at both Company Registry and Inland Revenue, along with respective fee payments.
Failure to make all filings and payments as legally required places both the company and its officials in breach of the Companies’ Ordinance, subjecting them to substantial penalties and prosecution by the HK government.
Again, to avoid serious penalties, all official filing duties must first be completed on time with CR and IRD, including the BRC (Business Registration Certificate) & Annual Return. All related fees must also be paid. Once these have been accomplished, Startupr can begin the actual deregistration process.
Requirements of company deregistration:
1)you have not commence any business under your Hong Kong Limited Company
2) no outstanding duties – all fees have been paid to Company Registry & Inland Revenue Department
3) all company documents should be properly completed (e.g. NAR1, NNC1, D2A
4) all outstanding fees paid to company Secretary
If you have any questions regarding these requirements, please feel free to contact us.