Overview of statutory compliance for Hong Kong company annual review
Hong Kong company annual review (Annual Renewal) is an annual legal procedure for Hong Kong companies to maintain their legal existence after their establishment.。The annual review is not a single administrative declaration，Rather it consists of two core statutory components：
- Update Business Registration Certificate, BRC）：Apply to the Business Registration Office under the Hong Kong Inland Revenue Department (IRD) to renew your business registration certificate for the new year，And pay the corresponding business registration fees and levies。
- Submit Annual Return, Form NAR1）：Submit an annual return containing the company's latest legal structure information to the Hong Kong Companies Registry (CR)，including directors、shareholder、secretary、Registered address and share capital structure, etc.，and pay the annual filing fee。
Hong Kong Information Network reminds you：The annual review is the annual registration update for the company’s subject qualifications，Belongs to the administrative compliance category；andtax declaration（Audit tax return) is aimed at the company’s operating profitstax compliancecategory，Both belong to different legal procedures，Not to be confused。
Overdue risk warning for Hong Kong company annual review
List of information required for annual review of Hong Kong companies
Customers who entrust Hong Kong Xintong to handle annual review for the first time，A clear scan of the Certificate of Incorporation is required.，To check the company’s establishment date and initial registration information。
Provide a scanned copy of the business registration certificate from the previous year that is still valid，To check the business registration certificate number and current registration fee payment status。
Provide the annual return submitted and stamped to the Companies Registry for the previous year。If the company has made changes during the year，Relevant statutory change documents (such as ND2A、ND4、NSC1 etc.)。
Provide the company’s current and valid articles of association，To verify the company’s internal governance rules and statutory power limits。
Scanned copies of valid ID cards or passports of all current directors and shareholders。If the director or shareholder is a body corporate，You need to provide the registration certificate and ultimate beneficiary (UBO) information of the legal entity。
Standard process for annual review of Hong Kong companies
Hong Kong Xintong professional consultants collect customers’ basic information about Hong Kong companies，and conduct compliance searches through the Hong Kong Government Search System，Verify the company's current legal status and whether there are any pending changes。
Hong Kong Xintong's legal team based on the latest search information，Preparation of annual annual return (NAR1) and related board resolutions，and sent to the directors of the company for electronic signature or handwritten signature。
Hong Kong Xintong pays the business registration certificate fees and levies for the new year to the Hong Kong Inland Revenue Department on behalf of its customers.，Submit the signed annual return and pay the statutory filing fees to the Hong Kong Companies Registry。
The Hong Kong Companies Registry and the Inland Revenue Department will review the submitted application.。After approval，Issuance of the Business Registration Certificate (BRC) for the new year and a copy of the Annual Return (NAR1) stamped with the registration seal of the Registrar。
Hong Kong Information Communication will complete the annual review document (new BRC、NAR1 copy、Statutory meeting minutes, etc.) are sent to customers in encrypted form，And enter the company's next annual review and tax filing time into the Hong Kong Xintong Intelligent Secretary System，Provide automated compliance warning services。
Detailed fines for overdue annual review of Hong Kong companies
According to Section 662 of the Hong Kong Companies Ordinance，If a private company fails to submit its annual return within 42 days after the anniversary of its incorporation，Must pay high late filing fees to the Companies Registry。The specific fine standards are as shown in the table below：
| Overdue time range (calculated from the day after the anniversary of establishment) | Amount of statutory fees/fines payable (Hong Kong dollar) |
|---|---|
| After the anniversary of the company's incorporation 42 Submit within days | HK$ 105 (Normal filing fee) |
| Expired after the company's founding anniversary 42 days but no more than 3 months | HK$ 870 |
| Expired after the company's founding anniversary 3 months but not more than 6 months | HK$ 1,740 |
| Expired after the company's founding anniversary 6 months but not more than 9 months | HK$ 2,610 |
| Expired after the company's founding anniversary 9 more than months | HK$ 3,480 |
Note：In addition to the late penalties for annual returns mentioned above，If you fail to renew the business registration certificate within 30 days after it expires,，The Inland Revenue Department will impose an additional overdue penalty of HK$250，and reserves the right to sue company directors。Hong Kong Xintong recommends that customers start the annual review process 30 days in advance，to ensure absolute compliance。
Dual-track inspection of annual review and annual declaration of Hong Kong companies
The annual review of Hong Kong companies should at least be managed separately from the Company Registry's annual declaration and business registration certificate renewal.。The date of annual declaration is calculated based on the anniversary of the company’s establishment.，late fee、Changes to company information and business registration arrangements should also be checked separately，The annual review cannot be deemed completed by just paying one fee.。
- Pre-check directors、shareholder、company secretary、Registered address and important controller information。
- Prepare NAR1 and business registration renewal arrangements based on company type and anniversary date。
- If there is business、bank account or employee，Make separate accounting arrangements、audit、Profits tax and employer returns。
- If the company ceases operations，hibernation should be evaluated、Cancellation of registration or liquidation conditions，Do not replace annual review with non-operation。
Official verification：Companies Registry Annual Return、Taxation Bureau Business Registration。Fees and deadlines are subject to the latest official version at the time of submission.。
Frequently Asked Questions about Hong Kong Company Annual Review(FAQ)
Annual returns to the Companies Registry and business registration renewals to the Inland Revenue Department are usually processed separately.，They are not the same form or the same fee。 SeeCompanies Registry：Statutory declaration after establishment。
not equal to。Update company information in annual filing，Audit and tax work are handled separately according to the financial and tax system。 SeeCompanies Registry：Private Company Annual Return。
after the anniversary 42 Submit within days，It’s not that the anniversary day was mistakenly written as the final deadline.。 SeeCompanies Registry：Private Company Annual Return。
Official guidelines stipulate that the anniversary of the re-domiciliation date is used as the basis，and after that 42 Submit within days，Please check the company type first。 SeeCompanies Registry：Private Company Annual Return。
If you simply have no business, you still usually need to file annual returns.；Comply with Section 1 of the Companies Ordinance 5 There are certain exceptions to the statutory inactivity of companies，Can't be confused。 SeeCompanies Registry：Private Company Annual Return。
need。Subject to applicable exemptions，NAR1 is required every year，Even if the content is the same as the previous year。 SeeCompanies Registry：Private Company Annual Return。
Local private joint stock companies are generally 105 Hong Kong dollar，Business registration renewal and consulting service fees are additional。 SeeCompanies Registry：Main service charges。
The higher registration fees at the Companies Registry are divided into overdue stages as follows: 870、1,740、2,610、3,480 Hong Kong dollar，It should not be written so that several levels of amounts are added up to each other.。Prosecution and penalties are discussed separately。 SeeCompanies Registry：Main service charges。
not guaranteed。Overdue fees and the legal liability of the company and responsible persons are separate issues，Late submission may still result in prosecution。 SeeCompanies Registry：Private Company Annual Return。
The official stated that the company should make its own arrangements to fulfill its obligations，You can also register for electronic reminder service，Failure to receive notice cannot be relied upon as a reason for late submission。 SeeCompanies Registry：Private Company Annual Return。
Official guidance states that the deadline remains unchanged on Saturdays，Submission should be arranged in advance，It is not advisable to presume an extension on your own。 SeeCompanies Registry：Private Company Annual Return。
Can。Eligible e-Services users or iAM Smart+ users can use the e-Services website to submit。 SeeCompanies Registry：Private Company Annual Return。
Must be signed by the director or company secretary as required，Missing visas or incorrect fees may be rejected。 SeeCompanies Registry：Private Company Annual Return。
should not be understood this way。Unsatisfactory documents may be returned，The resubmission date will affect the fee and whether it is overdue。 SeeCompanies Registry：Private Company Annual Return。
Annual returns still need to be submitted under the Companies Act，The two items are managed by the Inland Revenue Department and the Companies Registry respectively.。 SeeCompanies Registry：Statutory declaration after establishment。
Do not delay matters that should be reported immediately。Directors or secretaries are usually appointed and removed in 15 Submit ND2A within days，Anniversaries cannot be substituted。 SeeCompanies Registry：Statutory declaration after establishment。
NR1 needs to be submitted within the deadline，You cannot just change your address on the next annual return。 SeeCompanies Registry：Statutory declaration after establishment。
Distinguish between distribution and transfer。NSC1 is for distribution and is usually submitted within one month.，You cannot use the same table for all shareholder changes。 SeeCompanies Registry：Statutory declaration after establishment。
Can be checked through the document index and company information of the electronic search of the Companies Registry，Don’t rely solely on advisor collection records。 SeeCompanies Registry：Private Company Annual Return。
Submission receipts should be retained、correct form、Proof of payment and related resolutions，and check public records，Directors and responsible officers must still ensure compliance。 SeeCompanies Registry：Private Company Annual Return。
