Annual filings for a Hong Kong company

Annual Filings for a Hong Kong Company

Every Hong Kong company must complete several mandatory annual filings with the Companies Registry and the Inland Revenue Department. These filings keep a company in good standing. They include the annual return, the profits tax return, the employer's return, and the renewal of the Business Registration Certificate. Missing any one of these can trigger late fees, penalties, or prosecution.

Annual Return and Tax Return

The annual return and the tax return are separate filings for separate authorities. File the annual return with the Companies Registry to report the company's current officers, shareholders, and registered office. File the profits tax return with the Inland Revenue Department to report the company's assessable profits for the year of assessment. Each has its own form, deadline, and fee structure.

A company files its annual return on Form NAR1. The return is due within 42 days after the anniversary of the date of incorporation (or re-domiciliation). The on-time registration fee for a private company is HK$105. Late filing increases the fee: within three months, HK$870; three to six months, HK$1,740; six to nine months, HK$2,610; over nine months, HK$3,480.

The Inland Revenue Department issues the profits tax return on Form BIR51 for corporations. Returns are generally due within one month of issue. A block extension scheme may grant later dates depending on the company's accounting reference date.

Yearly Compliance Hong Kong Company

Yearly compliance involves more than the annual return. A company must also:

• Have its financial statements audited by a practising certified public accountant registered with the HKICPA. Every Hong Kong incorporated company needs audited accounts unless it qualifies as dormant with no significant accounting transactions.
• Keep its Significant Controllers Register at the registered office or another prescribed place in Hong Kong. A designated representative must assist law enforcement.
• Maintain statutory registers. These include the register of members, register of directors, and register of company secretaries.

Companies Registry Annual Requirements

The Companies Registry's annual requirements are set out in the Companies Ordinance (Cap. 622). The key obligation is to deliver the annual return on Form NAR1 within 42 days of the return date. The return must contain particulars of the directors, company secretary, shareholders, and registered office, along with the company's financial statements.

A private company that has declared itself dormant is exempt from delivering an annual return for periods after the declaration. It must still deliver the return for the year it declared dormancy if the declaration was made after the 42-day period had passed.

IRD Annual Filings

The Inland Revenue Department receives several annual filings. The profits tax return on Form BIR51 is the principal one. The IRD also requires an employer's return on Form BIR56A, accompanied by Form IR56B for each employee's remuneration. Notify the IRD of a new employee on Form IR56E. An employee about to leave Hong Kong must be notified on Form IR56G.

The Business Registration Certificate is issued under the Business Registration Ordinance (Cap. 310). It must be renewed annually, or every three years if the three-year certificate was chosen. This renewal is handled separately from the Company Registry filings.

Other Annual Requirements

A company must display its Business Registration Certificate at its business premises. Accounting records must be kept for seven years, even after the company closes. Failure to maintain proper records or to file returns on time can result in the Registrar striking the company off the register or the IRD issuing estimated assessments and penalties.