Company deregistration / Company closure / Company cancellation
Company deregistration refers to the process of declaring the termination of a company's (limited company's) legal status and responsibilities to a government agency when the company ceases operations or ceases activities. In Hong Kong, company deregistration is a relatively complex and cumbersome process, requiring the completion of multiple legal and administrative procedures. Failure to complete the deregistration process as required by law may result in legal liability and fines for both the company and its directors.We provide one-stop professional services from company registration to deregistration, dedicated to serving Hong Kong businesses and ensuring a legal and smooth cessation of their business operations.
Deregistering a Hong Kong limited company or unlimited company costs only HKD1,600
Excluding the following government fees:
Conditions for deregistering a limited liability company
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Before a company
can apply for deregistration, it must obtain the consent of all shareholders, and no shareholder may object to the deregistration application. -
If a company has ceased operations or ended its business activities,
the application for deregistration must be made within three months of the company ceasing operations or ending its business activities. -
The company has no outstanding financial matters.
Before applying for deregistration, the company must complete the liquidation and handle all financial matters, including settling all debts and liabilities, paying all taxes, and handling all legal proceedings and tax affairs. -
The main condition for company deregistration is obtaining a "Letter of No Objection"
from the tax bureau, which indicates that the company has fulfilled its tax obligations. -
The company is not a party to any legal proceedings.
Before applying for deregistration, the company must resolve all legal proceedings and disputes and ensure that the company has no ongoing legal proceedings or obligations. -
The company does not own any real estate.
Before applying for deregistration, the company must liquidate all its assets and guarantee that it has no assets or property.
Dissolution of Limited Liability Company - Frequently Asked Questions
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How long does it take to deregister a company?
The time required for company deregistration depends on the company's circumstances and the requirements of the deregistration procedure, and typically takes 6 months to 1 year. If the company has outstanding financial, legal, and tax matters, the deregistration process may take even longer. -
What fees are involved in deregistering a company?
Deregistering a company involves various fees, including company liquidation and processing fees, legal and tax advisory fees, government deregistration fees, etc. The fees depend on the company's circumstances and the requirements of the deregistration procedure. -
What's the difference between company deregistration and liquidation?
Company deregistration is suitable for "three-no" companies (companies with no operations, no assets, and no liabilities). The procedure is relatively simple and the cost is low. Company liquidation, on the other hand, is divided into voluntary liquidation by members and voluntary liquidation by creditors. It is suitable for operating companies that have assets or liabilities that need to be disposed of. The procedure is more complex, takes longer, and is more expensive. -
Can a company apply for deregistration if it was once operating but has ceased operations for many years?
Yes, but certain conditions must be met. The company must have ceased operations for more than 3 months, and all tax liabilities incurred before the cessation of operations (including profits tax returns submitted to the year of cessation) must have been fully settled. -
What procedures do directors and shareholders need to handle personally during the deregistration process?
You only need to sign the relevant authorization documents and appoint Easy Marketing as your agent. We can handle all communication with government departments and document submissions on your behalf. Shareholders only need to sign the initial meeting minutes; the rest of the procedures can be completed by our professional team. -
How long does it typically take for the Inland Revenue Department to approve a "Letter of No Objection"?
Generally, the processing time is about 1-2 months. However, if the company has a history of operations or the Inland Revenue Department requires more information, the time may be longer. -
Does deregistering a company require settling all debts?
Yes, deregistering a company requires settling all debts and liabilities, including paying all taxes, settling all debts and liabilities, and handling all legal proceedings and tax matters. -
Do I still need to pay taxes after deregistering a company?
Yes, you still need to pay all taxes and fees due after deregistering a company, including liquidation tax, corporate tax, stamp duty, etc.
Frequently Asked Questions - Company Deregistration
Q: How long does it take to deregister a company?
A: The deregistration process typically takes 6 months to 1 year. If the company has unfinished financial, legal, or tax matters, the process may take longer.
Q: What fees are required for company deregistration?
A: Fees include company liquidation and processing fees, legal and tax consultant fees, and government deregistration fees. Our service fee is HKD1,600 (excluding government fees).
Q: What is the difference between deregistration and winding up?
A: Deregistration applies to "three-no" companies (no operation, no assets, no liabilities) - the process is simpler with lower costs. Winding up applies to operating companies with assets or liabilities - the process is more complex, time-consuming, and expensive.
Q: Can a company that has ceased operations for years apply for deregistration?
A: Yes. The company must have ceased operations for more than 3 months, and all tax obligations (including profits tax returns up to the cessation year) must have been fully settled.
Q: How long does it take to obtain the Notice of No Objection from the IRD?
A: Generally, processing takes about 1-2 months. However, if the company has operating records or the IRD requires more information, it may take longer.
Q: Is it necessary to settle all debts before company deregistration?
A: Yes. All debts and liabilities must be settled, including payment of all taxes, clearing all debts, and handling all legal proceedings and tax matters.
Q: What procedures do directors and shareholders need to handle in person?
A: You only need to sign the relevant authorization documents appointing Easy Marketing as your agent. We will handle all communication and document submission with government departments on your behalf. Shareholders only need to sign the initial meeting minutes.
Q: Do I still need to pay taxes and keep records after company deregistration?
A: Yes. All applicable taxes and fees must still be paid after deregistration. Additionally, under Hong Kong law, company records and documents must be kept for at least 7 years.