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Corporate compliance requirements for Hong Kong companies.

Corporate compliance requirements for Hong Kong companies

Hong Kong laws set out a number of obligations that companies incorporated there must fulfil.

In this guide, you will find out details about the requirements for the incorporation of a business in Hong Kong, as well as the ongoing compliance obligations for all Hong Kong companies.

Keeping company registers and records

Every company in Hong Kong is required to maintain an up-to-date register of shareholders and directors. The registers may be kept at the registered office or any other place.

Annual general meeting

Under the Companies Ordinance, a Hong Kong company must hold an annual general meeting (AGM) every financial year of the company.

A company’s AGM should be held:

  1. Nine months after the accounting reference period ends for a company limited by guarantee or a private company that is not a subsidiary of a public company; or
  2. Six months after the accounting reference period ends for other entities.

Never miss an important deadline with our detailed compliance calendar.

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Compliance Calendar

Filing annual returns

Local companies need to file annual returns to the Hong Kong Companies Registry.

Annual return with CR

How to file annual returns?

  • File an annual return form (NAR1) signed by the director, company secretary, manager or authorised representative
  • For entities that are not a private company, a certified true copy of the financial statements is required along with the NAR1 form. Documents submitted must also contain the report of directors and auditors.
  • Dormant companies are relieved from filing returns
  • Forms can be downloaded at cr.gov.hk
  • Submission can be made at Reregistry.gov.hk
  • Physical forms and be collected and submitted at Companies Registry, 14th floor, Queensway Government Offices

When to file annual returns?

  • Private companies must file the returns within 42 days from the anniversary date of the incorporation.
  • Late filings are subject to pay higher registration fees which will depend on how late the filing is.
  • If companies fail to obey, they will face prosecution and fines up to HKD 50,000 and a daily fine of HKD 1,000 in the event of continuing non-compliance.

Accounting & tax compliance requirements

Date of financial year-end

The financial year-end for companies in Hong Kong starts on the day of the company’s incorporation and ends on the date chosen by the directors of the company. Companies are free to choose their fiscal year-end date, but most companies choose either 31 December or 31 March – the latter date lines up with the government’s fiscal year.

Safekeeping of proper accounts and records

All companies must maintain proper records for not less than seven years from the transaction date. Keeping records will help you manage financial planning and decision making, makes handling with banks easier and can file accurate tax returns.

Documents to be recorded according to the Inland Revenue Department include:

  • Accounting books of receipts and payments
  • Accounting books of income and expenditure
  • Bank statements
  • Day-to-day entries of all sums of money received and paid concerning the business or trade
  • Invoices
  • Receipts
  • Records of assets and liabilities of the person regarding the business or trade
  • Records related to sales and purchases
  • Statements of trading stock

Appointment of auditor

Based on the Companies Ordinance, all Hong Kong companies, both private and public and regardless of size, must appoint an auditor. The board of directors will appoint the first auditor before the first annual general meeting, and the auditor will fulfil his/her role until the end of the first annual general meeting. Auditors will be re-appointed every year at the AGM, and serve as an auditor until the end of the next AGM.

Profits tax return

All companies must file an annual profits tax return. The deadline for filing the returns are:

  • For D Code returns – 15 August if the financial year-end date falls within 1-31 December;
  • For M Code returns – 15 November if the financial year-end date falls within 1 January – 31 March; and
  • For N Code returns – 2 May if the financial year-end date falls within 1 April – 30 November.

*Must be filed with audited financial statements

Business license requirements

In Hong Kong, not all businesses require a business license. If your business nature falls into a category that needs a license, you must apply for and obtain the required licenses before commencing operations.

Business in Hong Kong that need to have a license include:

  • Education businesses that provide formal education for 20 or more individuals on any day, or more than eight individuals at any given time.
  • Employment agency
  • Financial service company
  • Restaurant & food business
  • Travel agency
  • Estate agent

Employment law requirements

The Employee Ordinance (EO) in Hong Kong outlines the necessary protection to employees, including the payment of wages, statutory holidays, sickness allowance, maternity protection and paid annual leave. The EO applies to employees who are working in Hong Kong regardless of their nationality.

Other laws that apply to employees in Hong Kong include:

  • Basic Law and Hong Kong Bill of Rights Ordinance
  • Companies (Winding Up and Miscellaneous Provisions) Ordinance (CWUMPO)
  • Employees’ Compensation Ordinance (ECO)
  • Labour Tribunal Ordinance (LTO)
  • Mandatory Provident Fund Schemes Ordinance (MPFSO)
  • Minimum Wage Ordinance (MWO)
  • Occupational Retirement Schemes Ordinance (ORSO)
  • Occupational Safety and Health Ordinance (OSHO)
  • Personal Data (Privacy) Ordinance (PDPO)
  • Prevention of Bribery Ordinance (POBO)
  • Sex Discrimination Ordinance (SDO), Disability Discrimination Ordinance (DDO), Family Status Discrimination Ordinance (FSDO) and Race Discrimination Ordinance (RDO)

It is crucial to meet the requirements for the business compliance for Hong Kong companies as listed above. By engaging with our services, Acclime will ensure your company complies with all of the requirements, allowing you to focus on the commercial aspects of running your business.


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