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Local limited companies must file their annual return with the Companies Registry within 42 days from the anniversary of incorporation. The filing deadline also differs depending on the type of company. Late filing incurs a late registration fee of up to HK$3,480.
Annual return delivery deadlines
The deadline for delivering the annual return varies considerably by company type.
Private company
The deadline is within 42 days from the company's anniversary date, that is, within 42 days of the anniversary of its incorporation, to deliver the annual return to the Registrar of Companies for registration. Private companies can use the annual return delivery deadline calculator to work out the due date.
Public company
The deadline is within 42 days after the company's return date, to deliver the annual return for registration. The return date is 6 months after the end of the accounting reference period.
Company limited by guarantee
The deadline is within 42 days after the company's return date, to deliver the annual return for registration. The return date is 9 months after the end of the accounting reference period.
How to deliver the annual return
Deliver a hard copy in person
The registered office and postal address is Companies Registry, 14/F, Queensway Government Offices, 66 Queensway, Hong Kong. When delivering a hard copy by post, the registration fee must be sent as a cheque made payable to “Companies Registry”.
Delivery by post
When posting a hard copy and a cheque to the registered office, please note:
1. An annual return that is unsigned or not accompanied by the correct registration fee will be treated as a non-compliant document. The Companies Registry will not accept it, and it will not be regarded as having been delivered to the Registrar in accordance with the Companies Ordinance. The annual registration fee payable is calculated by reference to the date on which the annual return is delivered again, so the company may have to pay a higher registration fee.
2. If the Registrar of Companies does not receive the document, it will not be regarded as having been delivered to the Registrar in accordance with the delivery requirements.
Delivery by electronic means
You can deliver the annual return and the correct annual registration fee electronically through the Companies Registry's e-Registry website. For details, please visit “ e-Registry ”.
Annual return registration fee
The registration fee for the annual return of a local limited company is HK$105, but if the annual return is not delivered within the prescribed 42 days, a substantially higher registration fee may be payable, ranging from HK$870 to HK$3,480.
The registration fee for the annual return must be paid every year even if the company is not trading. Under the Companies Ordinance, the Registrar of Companies has no discretion to waive the registration fee. If a company no longer carries on business, it may consider applying to the Registrar under section 750 of the Companies Ordinance (Cap. 622) to deregister the company, or winding the company up under the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32).
Late delivery of the annual return
A company that delivers its annual return late must pay a higher registration fee. Whether it was forgotten, lost in the post or deliberately not filed, it is a breach of the Companies Ordinance. The registration fee payable depends on how many days after the deadline the return is delivered: the later it is, the heavier the penalty, and if it is very late the company may even be convicted.
More than 42 days but not more than 3 months after the company's return date: a registration fee of HK$870 is payable;
More than 3 months but not more than 6 months after the company's return date: a registration fee of HK$1,740 is payable;
More than 6 months but not more than 9 months after the company's return date: a registration fee of HK$2,610 is payable;
More than 9 months after the company's return date: a registration fee of HK$3,480 is payable.
Under section 662 of the Companies Ordinance, if a Hong Kong company fails to comply with that provision, the company and each of its responsible persons may be prosecuted and, on conviction, liable to a default fine. The maximum fine for each default is HK$50,000. For a continuing default, a daily default fine of HK$1,000 may be imposed.
Note also that the 42-day period includes Sundays and public holidays. However, if the 42nd day is a Sunday or a public holiday, the due date is extended to the next day. If the last day of the period is a Saturday, the deadline remains unchanged.
FAQ
Why does a company need to deliver an annual return every year?
It is a mandatory requirement under Hong Kong law, which ensures that companies operate in compliance with regulations and provides the public with up-to-date company information.
If a company suspends business, is it exempt from filing?
As long as a company remains on the register, it must fulfil its statutory filing obligation on time every year, whether or not it is carrying on business.
Do I still need to file the form after receiving a summons for a fine?
Paying a court fine does not remove the filing obligation. The company must still file the overdue annual return as soon as possible to avoid continuing the breach and being penalised again.
Summary
The annual return is a company document that must be delivered every year. As long as the company has not been dissolved, it must deliver an annual return, to avoid having to pay late registration fees. Delivering the annual return on time is generally the statutory responsibility of the company's director or company secretary.
The SetupHK team provides one-stop business consulting services, from registering a Hong Kong company and opening a bank account to company secretarial services and help with filing the annual return, so that you save effort and time and can get your business off the ground.
Further reading: “What is an annual return? The 2025 NAR1 sample form and points to note - how much is the penalty for forgetting to file the annual return?”
