NEWS AND RESOURCES

Hong Kong Company Application for De-Registration

Conditions

An application to de-register the Company can be made if:

  1. all the shareholders of the Company agree to the de-registration
  2. the Company has never commenced business since its incorporation or it has ceased to carry on business or ceased operation for more than 3 months immediately before the application
  3. the Company has no statutory payment to or filing with the Government of the HKSAR outstanding
  4. the Company has no outstanding liabilities
  5. the Commissioner of Inland Revenue Department ("IRD") has given written confirmation that the Commissioner has no objection to the Company being de-registered

 

Time of Process

  1. The Commissioner will usually take about 1 month to issue a confirmation of no objection to a company being de-registered
  2. If no further information shall be required from the applicant, the Registrar of Companies will publish a notice of the proposed de-registration in the Government Gazette and if the Registrar has not received any objection to the de-registration after a lapse of 3 months, the Registrar will publish another notice in the Gazette declaring a company to be de-registered on the date of publication of the notice. In this connection, it is anticipated that the Registrar may take about 5 months to process and finalise an application​
  3. Payment for annual business registration fee will no longer be required in future if the Company can submit the application for de-registration into the IRD 1 month before the expiration of its current business registration​

 

Steps to prepare for De-registration

  1. the Company should realise all its assets and pay off all its liabilities before the application shall be commenced
  2. the Company needs to prepare audited accounts for the period from date of incorporation to the date of cessation of business and submit the audited accounts to the IRD to apply for tax clearance

 

Limitations

  1. (a) despite a company is dissolved on de-registration, the liability (if any) of the officers and members of that company is to continue and may be enforced as if that company had not been dissolved
  2. (b) any person who feels aggrieved (e.g unpaid creditor, if any) by the de-registration can apply to the Court of First Instance for reinstating a company within 20 years of the de-registration

 

Please feel free to contact us should you require more information on the above.

 

CONTACT INFORMATION

    info@alcpa.com.hk
    (852) 2574 8289

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