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Hong Kong Limited Companies Deregistration

Hong Kong Limited Companies Deregistration

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Do you want to deregister the Hong Kong company? Your Hong Kong company is no longer profitable, and you want to close your business. There are some basic methods of finishing companies registry, one is winding up, and the other is by deregistration process. If you are looking for a simple, quick procedure and an inexpensive process, you should choose the deregistration method.

Wheater you have a local private company or a local company limited in Hong Kong; you can apply for deregistration. But dissolving a company is not a good decision until your company faces some critical crisis like falling out between the shareholder of the business or your company is not successful.

The companies specified in s749 of the companies ordinance are not eligible to apply for deregistration. Also, if your private company is not a defunct solvent company, you are entitled to apply for the deregistration process, according to the company’s ordinance.

Here is the guide that covers all the details regarding the deregistration of Hong Kong limited company.

The difference in winding up and deregistration process

There are two methods of hk company dissolving in Hong Kong, winding up and deregistration. Let’s find the difference between them.

The winding-up process involves selling all the net assets of your Hong Kong business, paying creditors, distributing any remaining assets to the shareholding company, and dissolving the business registration. This process is beneficial for solving defunct solvent companies.

The other process of deregistration of the Hong Kong business is called liquidation. Deregistration is a very simple and convenient method of dissolving if you do not have a defunct solvent company. Both methods will dissolve your local company limited in Hong Kong, but the deregistration method is very easy and inexpensive.

More businessman refers to the deregistration process in Hong Kong; it is faster than winding up for dissolving the defunct private company. Still, you can be wind up is also good for the solvent company.

Requirements and conditions to deregister a company

There are various requirements and conditions that a Hong Kong company has to meet if they want to get deregistration. If the company meets all the conditions and gets a ” notice of no objection.” This notice is really important for legal proceedings.

The Hong Kong companies must have to submit a ” notice of no objection” and the needed fee along with the form for dissolving companies registry—the requirements and conditions to deregister a Hong Kong company.

  • The company should not be involved in any legal proceedings.
  • Every member should agree on the deregistering the company
  • The company does not have any outstanding debts
  • There is no immovable property situated in Hong Kong.
  • The company should stop business before three months of applying the deregistration application
  • The company should receive the “notice of no objection” from the inland revenue department.
  • The company must be a defunct solvent.
  • They must be a local private company or local company limited.

Companies must meet all the conditions and requirements for legal proceedings.

All the steps for deregistration of Hong Kong limited company

All the basic steps will discuss the steps below for the deregistration process. The deregistration process will be done in a few simple steps.

Step#1: Obtain a notice of NO objection

The first step is to obtain a notice of no objection from the inland revenue commissioners. To apply for this notice, you have to fill in the form IR1263. The form is available on the website of the inland revenue department. Please fill out the form carefully and submit it to the inland revenue department with the needed fee. This fee is non-refundable.

Step#2: Deliver the document to companies registry

After receiving the notice of no objection, you have to send some documents to companies registry for further proceeding. The first and the most important thing is the original copy of the notice of no objection. A complete NDR1 form and the fee. This fee is also not refundable in any case. In some cases, they require some additional information, so there is a section all the end of the form. You can also add that if needed. All the documents should send to companies registry for deregistration of the Hong Kong company.

Deregistration period of the company

Once you have submitted all the required documents according to the companies’ ordinance, it is time to wait for deregistration. It usually takes three months for the deregistration of Hong Kong limited companies.

Firstly you will receive approval of application notice from the company within five working days. After that, in the other three months, if the business registration office does not find any objections, then they will send a second notice which is the final one, to inform you that the business will be deregistered. After the final notice announcement, your company’s registration will be officially dissolved.

The deregistration in Hong Kong is very simple; you have to submit some legal documents to the respective institutes, and within three months, your company will be officially dissolved.

Things we should consider

There are various things will everyone should consider before or after the deregistration in Hong Kong.

Annual returns requirements

Until your deregistration is official, you still have to satisfy all the compliance requirements under the company’s ordinance. You still have to maintain liabilities to run your deregistration process smoothly. Your liabilities include:

  • Filing annual returns
  • If you are changing your address of the registered office, notify the respective company’s registry by filling a form NR1 that reports the changes.
  • Notify the company’s registry of the changes of directors, company secretary, and particular for registration, if any, by filling the form ND2B.

If the company does not maintain liabilities, it should fulfill some legal penalties.

Disposal of company property

All the company property, including the credit balance in the company bank account, landed property, or motor vehicle, to name a few, will be considered bona vacantia according to Hong Kong regulations.

All these assets must tie helped by the Hong Kong government upon the deregistration of your company. So before delivering the application for your Hong Kong company’s deregistration, make to do the disposal of your company.

After the company’s deregistration, the company director should keep the company’s statutory record for at least six years after the date of dissolution.

Restore deregistered company

Many people wonder if it is possible to restore deregistered company. The answer is yes, it is possible to restore a deregistered company. You can apply for an order to court to restore the company. But restoring is not an easy process, so you should like before deregistering the company.


In short, deregistration is one of the most popular and the quickest methods in Hong Kong for dissolving companies. It will be very simple for you if you are meeting all the requirements needed. The notice of no objection is the most important document in this process. Once your notice of no objection is cleared, your deregistration process will be done smoothly. All the steps are mentioned above. I hope this article will help you understand all the steps for the deregistration of Hong Kong limited company.