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    HONG KONG ANNUAL FILING REQUIREMENTS

    It is important to observe the compliance & annual filing requirements for Hong Kong companies to maintain their legal status.

    Hong Kong is a popular location for foreign investments due to its open-oriented business policies and its status as a major financial center in Asia. It is relatively easy to incorporate a company in Hong Kong.

    Companies in Hong Kong are obliged by law to adhere to certain compliance and filing requirements.

    SUMMARY OF ANNUAL FILING REQUIREMENTS OF A HONG KONG COMPANY

    Requirements Description
    Annual return Private companies – Within 42 days of the incorporation anniversary date. Public companies – 42 days from the return date.
    Audited Financial Statements Financial statements will need to include - 1. Statement of financial position/balance sheet. 2. Auditor’s report. 3. Comprehensive income/profit and loss statement. An audit of the financial accounts should be performed by a Hong Kong Certified Public Accountant.
    Annual Tax Returns Supporting documents Audited financial statements. The tax calculations, with supporting schedules showing the number of assessable profits or adjusted losses.
    Annual General Meeting Within 9 months of the end of the fiscal year.
    Business Registration Renewal Renewed before the anniversary date of establishment.
    Employer’s Return Complete an annual Employer's Return for the fiscal year that runs from 1 April to 31 March.

    HONG KONG ANNUAL RETURN FILING

    Hong Kong companies are required to file annual returns with the Companies Registry (CR) on an annual basis. The annual return form (Form NAR1) must be submitted within 42 days of the anniversary of the company’s establishment date for private companies, 42 days after the return date, or 6 months after the end of the company’s accounting reference period for public companies.

    It is important to note that failure to file the annual return on time can result in significant fines, penalties, and even legal action. The fines for late submission can be substantial, with the highest fine being HK$50,000, and daily default fines of HK$1,000 if you are found guilty of an accounting crime or offense.

    It is important to stay compliant with these annual requirements to ensure the ongoing operation of the company and avoid any legal or financial penalties. It is advisable to seek the assistance of a professional in Hong Kong familiar with company law to ensure that your company complies with all the relevant regulations.

    HONG KONG AUDITED FINANCIAL STATEMENTS

    All financial transactions must be recorded in the books in compliance with the Hong Kong Financial Reporting Standards requirements.

    The financial statements should be audited by a Certified Public Accountant in Hong Kong and must include the following –

    • Statement of financial position/balance sheet
    • Auditor’s report
    • Comprehensive income/profit and loss account statement

    The audited financial statements should be authorized by the Board of Directors and adopted by the company’s members.

    HONG KONG ANNUAL TAX RETURN

    Every limited company must complete and lodge the Profits Tax Return along with the supporting documents that can be seen below.

    • Audited financial statements
    • The tax calculations, with supporting schedules showing the number of assessable profits or adjusted losses.
    • Only small and inactive companies are excluded from filing audited financial statements under the Inland Revenue Ordinance.
    • The tax return must be filed accordingly and accurately to avoid penalties.

    HONG KONG ANNUAL GENERAL MEETING (AGM)

    Every Hong Kong company must convene an Annual General Meeting (AGM) at the end of each fiscal year.

    AGMs must be held by private companies that are not subsidiaries of public companies within 9 months of the end of the fiscal year.

    AGM has not required if a company meets the following conditions. 

    • Everything that must be done at the meeting is done in written resolution, and copies of the documents that must be laid out or produced at the meeting are given to each member of the company on or before the written resolution’s circulation date.
    • A dormant company.
    • A company is not needed to conduct an AGM if it has just one member, if everything is resolved in writing, or if the members of the firm unanimously agree to forego holding an AGM.

    Business Registration

    The Business Registration Certificate (BRC) should be renewed before the anniversary date of establishment.

    The updated BRC must be displayed at the company’s place of business.

    The demand letter will be issued by the Business Registration Office.

    Within one month of the expiration of your current Business Registration Certificate, you must notify the Commissioner in writing if you did not receive a demand notice of this nature.

    The renewal process is available in person or by mail.

    In Person: Visit the Business Registration Office in person, bring your outdated Business Registration Certificate, and ask for a new demand note.

    Mail/Post: Submit a payable crossed cheque made out to “The Government of the Hong Kong Special Administrative Region” and a photocopy of your previous business registration certificate to the business registration office.

    REPORTING OF REMUNERATION PAID TO EMPLOYEES

    When a Hong Kong firm employs people, it is required to keep payroll records and report remuneration given to employees by completing an annual Employer’s Return for the fiscal year from 1 April to 31 March.

    Employer’s Returns can be completed by submitting the Employer’s Return of Remuneration and Pensions (Form BIR56A)

    E-filing services are available to complete the filing at the Inland Revenue Department of Hong Kong webpage.

    Certain income that must be declared by the business is as follow. Salaries, wages, directors fee, commission, bonus, pension, education benefits, provision of the place of residence

    ANNUAL FILING FOR NON-HONG KONG COMPANIES

    Registered non-Hong Kong companies also must meet the annual requirements for statutory returns to the Companies Registry and other authorities in Hong Kong. Failure to meet these requirements can result in fines and legal action against the company and/or its representative agents.

    Specifically, non-Hong Kong companies must submit the following statutory returns to the Companies Registry:

    • Form NN3 – annual return: This must be submitted within 42 days after the anniversary of the company’s registration in Hong Kong.
    • Form NN13 – notice of cessation of the place of business in Hong Kong: This must be submitted within 7 days after the cessation of the company’s business in Hong Kong.

    It is important for non-Hong Kong companies to comply with these annual requirements to ensure the ongoing operation of the company and avoid any legal or financial penalties. For more information and personalized assistance with annual filing and tax compliance, it is recommended to contact Relin Consultants.

    WHY CHANGE YOUR HONG KONG COMPANY SECRETARY TO RELIN CONSULTANTS?

    If you’re looking for a reliable and professional company secretary for your Hong Kong business, look no further than Relin Consultants. We offer a wide range of services to ensure that your company remains compliant with all the laws and regulations governing its operations.

    One of the key benefits of choosing Relin Consultants as your company secretary is our extensive experience and expertise in the field. Our team of professionals has in-depth knowledge of Hong Kong’s company laws and regulations. We stay up-to-date on any changes or updates to ensure that your company is always in compliance.

    Another advantage of choosing Relin Consultants is our commitment to providing efficient and responsive service. We understand that running a business can be challenging, and we strive to make the compliance process as smooth and hassle-free as possible. Our team is always available to answer any questions or concerns you may have, and we pride ourselves on meeting deadlines and providing timely responses.

    In addition to our core company secretarial services, we offer various additional services to support your business. This includes assistance with HK company formation and registration, accounting and bookkeeping, and even immigration services. We strive to be a one-stop shop for all your business needs, making it easy for you to focus on running and growing your company.

    At Relin Consultants, we understand the importance of maintaining a good reputation for your business. We are fully committed to maintaining the highest ethical standards and ensuring that your company’s compliance with the laws and regulations is always upheld.

    In conclusion, choosing Relin Consultants as your Hong Kong company secretary provides you with the peace of mind that your company is in compliance with all the relevant laws and regulations.

    Our extensive experience, commitment to efficiency, and range of additional services make us the perfect choice to support your business. Contact us today to learn more about how we can assist you and your company.

    FAQs

    What are the types of companies that are exempted from filing their audited financial statements?

    Only small and inactive companies are exempted from filing their audited financial statements.

    What are Hong Kong's accounting standards?

    All financial transactions must be performed under the Hong Kong Financial Reporting Standards.

    When should companies in Hong Kong hold their Annual Grand Dinner?

    They will need to hold their Annual Grand Dinner at the end of the fiscal year.

    Which companies must be audited in Hong Kong?

    According to the Hong Kong Companies Ordinance, all Hong Kong-incorporated businesses must have an annual audit of their financial statements conducted by a Certified Public Accounts (CPA) in Hong Kong.

    Can my Hong Kong company’s financial year exceed 12 months?

    You can change your Hong Kong financial year date in accordance with the Hong Kong accounting standards and the Company Ordinance. Despite that, the financial year or term cannot be longer than 18 months.

    Does Hong Kong use IFRS?

    Starting with annual reporting periods beginning on January 1, 2005, Hong Kong Financial Reporting Standards (HKFRS) and International Financial Reporting Standards (IFRS Standards) have fully converged.

    Although the transitional provisions in a few standards that were initially converged with effect from 1 January 2005 were amended to facilitate the transition from the requirements in the prior HK Generally Accepted Accounting Principles (GAAP), the HKFRS contains terminology that is exactly the same as the relevant IFRS Standards.

    Since January 1, 2005, the transitional requirements and effective dates for all HKFRS have been consistent with those for IFRS Standards.

    What is the filing requirement for change of registered office address in Hong Kong?

    In Hong Kong, a company must file Form NAR1 (Notice of Change of Particulars) with the Companies Registry (CR) to change its registered office address. The form must be signed by a director or the company secretary and must include the new registered office address, as well as the effective date of the change.

    The company must also notify the Inland Revenue Department (IRD) of the change of registered office address by filing a Form IRBR1 (Business Registration (Change of Particulars) Form) within one month of the change.

    Additionally, the company is required to display the new registered office address at its place of business and on all business letters and documents and to update the registered office address on its website and in any publications or announcements.

    It is important to note that the change of registered office address must also be reflected in the company’s statutory books and records, such as the register of members and the register of directors.

    The filing requirement for a change of registered office address in Hong Kong is a simple process, but it is important to ensure that all the necessary steps are taken to update the company’s records and notify the relevant authorities in a timely manner. It is advisable to seek the assistance of a professional in Hong Kong familiar with company law to ensure that the process is done correctly and to avoid any penalties or legal issues.

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