Closing a Hong Kong Company

Company

How do you close a Company in Hong Kong?

Closing a company in Hong Kong follows well-established steps and potentially can take up a lot of time and money. Therefore, solid justified reasons before you begin this procedure is advised. . This article will provide you with some general guidelines on closing a company in Hong Kong.

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Common reasons Companies close in Hong Kong:

  • Lack of profits
  • Corporate restructuring
  • Inability to pay debts
  • Non-compliance with obligations
  • Falling out between the shareholders

Procedures for closing a company in Hong Kong

De-registration and Winding Up are the two methods that are common when closing a company in Hong Kong, The choice of which affects the time and cost. De-registration is the fastest and least expensive of the two, which makes it more preferable by companies in Hong Kong. However, it requires that a company meets specific requirements. Your Company Secretary or other advisors can handle the paperwork for you. Winding up, on the other hand, is the process of closing a company and requires the hiring of a liquidator who handles everything, including paying off the debts, liquidating the assets, and settling the accounts.
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Requirements for de-registration of a Hong Kong company

Here we have concentrated on de-registration, and this means that the Company will need to meet the conditions below. If you need an alternative method of closing the company, such as a liquidation please contact us via the form at the bottom of this page.

  • The company shouldn’t have outstanding liabilities
  • All shareholders should agree to the de-registration of the company
  • The company shouldn’t have any immovable properties in Hong Kong, and if it is a holding company none of its assets should be immovable properties. Generally, we recommend that the company only has minimal cash left in it and no other assets.
  • The company shouldn’t have any operations in, at least, the three months before the application for de-registration
  • The company should receive a Notice of No Objection from the Commissioner of Inland Revenue
  • The company should be up to date in it’s filings with the Company Registry, ie it’s Annual Return

Procedure for de-registration

There are two sets of government forms which need to be delivered with original signatures (no scans or faxes), and also various shareholder resolutions needed. The key steps are detailed below:

  • The company should apply for a Notice of No Objection to the Commissioner of Inland Revenue. This must be accompanied with a Hong Kong bank cheque for HKD270.
  • The director or a member of the company should apply for de-registration to the Companies Registry and deliver the Notice of No Objection along with the de-registration application. Should the Companies Registry request any additional documents, the applicant should provide them.
  • The Registrar issues a notice giving the company a 3-month grace period for the contest of de-registration if all documents are in order. If there’s no objection in 3 months, the Registrar issues a second notice after which the company is de-registered. The entire process takes up to 5 months.

Would you prefer someone to do this process for you?

Contact us via the form below for a no-obligation discussion on your needs and what we can do to help you.

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