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Hong Kong – CR Filing Requirements of a Local Limited Company after Incorporation

CR Filing Requirements of a Local Limited Company after Incorporation

According to the Companies Ordinance (CO), every local limited company incorporated in Hong Kong must deliver the statutory returns to the Registrar of Companies timely. Failure or late delivery is a breach of the relevant provisions of the CO. Every responsible person of the company, including the directors, company secretaries, managers and authorized representatives are liable to prosecution and, if convicted, default fines.

Below specified forms are the major statutory returns which required to be delivered of a company after incorporation:

Specified Form

Important Notes

NAR1 (Annual Return)

For a private company:

– Deliver within 42 days after the anniversary date of the company with annual registration fee

– A substantially higher registration fee will be payable for late delivery (from HK$870 to HK$3,480)

NR1 (Notice of Change of Address of Registered Office)

– Deliver within 15 days after the change

– Every company must have a registered office in HK to receive all notices and communications

ND2A (Notice of Change of Company Secretary & Director)(Appointment/Cessation)

– Deliver within 15 days after the appointment/cessation

– Every company must appoint at least one natural person as director and one company secretary (cannot be the same person)

ND2B (Notice of Changes in Particulars of Company Secretary & Director)

– Deliver within 15 days after the change of particulars

– State only the new particulars with effective date of change

NSC1 (Return of Allotment)

– Deliver within 1 month after the allotment of shares