Hong Kong Company Maintenance
Hong Kong Limited Company
In HK, the majority of companies are registered as companies limited by shares.
So, we will introduce to you the Key Fact about annual renewal for this Private Limited Company by Shares.
It is required to appoint a company secretary. The Company Secretary must be HK residents or bodies corporate having their registered address in HK.
General Statutory Filing Requirement
NAR1
According to Companies Ordinance, every HK limited company has to file the annual return regularly every year.
The annual return is used to call the NAR1 form. It is a report to notify the CR of updated information and company structure. Whether the company structure has changed or not during the year, it is required to file the Annual Return with the latest company structure within 42 days from the anniversary date. For any late filing, there will be a government penalty imposed on the company.
Change of Company Particular
It should be reported in the specified forms according to the relevant provisions of the Companies Ordinance.
For any changes in particulars information of director & company secretary including address, passport number or name …etc., the company need to submit notification, which is a specified form, Notice of Change in Particulars of Company Secretary and Director, to the CR within 15 days of the changes.
BR renew
For Business Registration Certificate, business operators may select for issue of the certificates that are valid for 1 year or 3 years.
PTR
For tax reporting, the company shall get its first profit tax return within 18 months after the date of incorporation and each subsequent PTR for the company will cover 12 months and should be filed annually.
ER
For the Employer’s return, the company have an obligation to file the Employer’s Return to Inland Revenue Department for all its employees annually no matter the employee rendered service in or outside Hong Kong. The employer should report all employee’s personal particular, remuneration paid to the employee in the relevant year of assessment.
SCR
According to Amendment Ordinance effected on 1 March 2018, it is required HK companies to obtain and maintain up-to-date beneficial ownership information by way of keeping a Significant Controllers Register (SCR); so as to enhance the transparency of corporate beneficial ownership in order to fulfill Hong Kong’s international obligations.
Under the new requirements for SCR, company registered in Hong Kong is required:
– To identify persons who have significant control over the company; and
– To maintain a Significant Controllers Register (SCR) to be accessible by law enforcement officers.
And the major obligations of the company included:
– Identifying significant controllers
– Allowing inspection by law enforcement officer
– Giving notices to significant controllers & others
– Updating information in the register; and
– Entering particulars in the register
Annual General Meeting
According to the Companies Ordinance, a company must hold an Annual General Meeting (“AGM”) in respect of each financial year of the company, instead of in each calendar year.
For the newly incorporated company, the company must hold its 1st AGM within the following period –
- 9 months after the 1st anniversary of the company’s incorporation; OR
- 3 months after the end of that account reference period, whichever is the later;
Change of Hong Kong Secretary >>
The role of company secretary>>
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FAQ
For company renewal, annual return filing and business registration renewal can be done by secretary on behalf of the company and director’s physical visit is not requires.
Yes. Even if the information of the company contained in the last annual return filed with CR has not changed, the company is still required to file annual return for registration every year.
Refer to the slide, you can visit CR website regarding Registry for Trust or Company Service Providers for validation of TCSP licensees which show along with Licensee number, company name in English and Chinese & address.
At least 1 individual director must be appointed while director’s fee is optional.
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