Deregistration of a defunct solvent company in Hong Kong

Which type of company is eligible to apply deregistration?

In fact, not every company can arrange deregistration. The company must be a defunct solvent company. Also, a director or member of the company, company limited by shares or company limited by guarantee can apply the deregistration.

What are the conditions and requirements?

The company must fulfill the following conditions and requirements when apply deregistration:

1) all the members of the company agree to the deregistration;

2) the company has never commenced operation or business, or has not been in operation or carried on business during the 3 months immediately before the application;

3) the company has no outstanding liabilities; 

4) the company is not a party to any legal proceedings; 

5) the company’s assets do not consist of any immovable property situate in Hong Kong;

6) if the company is a holding company, none of its subsidiary’s assets consist of any immovable property situate in Hong Kong; and

7) the company has obtained a “Notice of No Objection to a Company being Deregistered” (Notice of No Objection) from Inland Revenue Department

Annual filing requirement

May some person will have a question about, whether the company shall complete the annual filing when the company under process of deregistration.

The answer is yes! The company has obligation to comply with ordinance including annual filing until the company is completely dissolved.

Processing time

For the processing time of deregistration, it will take around 5-6 months after completed the last audit report and clear all outstanding issue in Inland Revenue Department.

Even the company has dissolved, the director must keep the book and paper for 6 years.

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