Hong Kong Company Restoration
A company dissolved by striking off by the Registrar of Companies may apply for restoration by Administrative Restoration or by Court Order.
Struck off companies are restored automatically on payment of all outstanding licence fees, penalties and the government company restoration fee.
Once your Hong Kong company is restored to the register it is deemed never to have been struck off and to have been in continued existence.
Hong Kong Company Restoration Fees
- Company Search – £128
- HK Government Restoration Fee – HKD 5,000 – £500
- Our Fee to Restore HK Company – £600
- HK Agent/Lawyer Fee – £800
- HK Registered Agent – £520
- HK Company Secretary – £550
- HK Designated Representative – £520
- Filing fees – £100
- Annual Return preparation and filing Fee – £180 + HKD3,480 fine
- Due Diligence Fee – per Director & Shareholder – £120
- 3% Transfer fee – for penalties, fees and charges to Hong Kong – to cover exchange rate changes, bank charges and fees
Our fees for the following services:
- Obtaining and perusing relevant filings and various related documents
- Obtain a company search
- Drafting and completing the documents necessary for the application
- Drafting affirmation and the restoration order
- Serving documents and communicating with on the Registrar of Companies
- Advertisement – where required
- Filing the application with the Court if necessary and attending court hearing
Disbursements or Expenses:
- Outstanding filing fees on annual returns
- Penalty for late filings and other penalties
- Outstanding business registration fees (charged by the Inland Revenue Department)
- Filing fees to Court
- Filing fees to the Companies Registry on the restoration application
- Advertisement – if required
Administrative Restoration is a process to restore a company by the Registrar of Companies without the need for recourse to the Court.
To be eligible for administrative restoration, the company’s name must have been struck off the Companies Register by the Registrar of Companies and the company must have been dissolved consequently.
A company which was dissolved by way of de-registration or winding up cannot apply for Administrative Restoration.
A dissolved company apply for administrative restoration:
For a dissolved local company, an application must be made within 20 years after the date of the dissolution.
Who can apply for administrative restoration of a dissolved company:
The persons who can apply to the Registrar of Companies for administrative restoration are a person who was a director or shareholder of the company
The conditions for administrative restoration:
The company was in operation or carrying on business at the time its name was struck off the Companies Register
The company has any immovable property situate in Hong Kong which has become vested in the Government as Bona Vacantia and the Government has confirmed that it has no objection to the restoration
The applicant must bring up to date the records of the company kept by the Registrar of Companies.
Once the company has obtained a court order and provided that the documents delivered are in order, it will normally take about 2 months to restore a dissolved company.
Struck Off Hong Kong Company
Once the company has been struck off, neither the company nor any directors or shareholders may carry on any business or in any way deal with the assets or affairs of the company.
When a Hong Kong company is restored, the previous Directors, Company Secretary, Shareholders and Registered Office are automatically assumed to have continued.
Updating Documents for a Hong Kong Company
- All outstanding Annual Returns with certified true copies of financial statements, together with payment of the annual registration fees
- A Notice of Change of Address of Registered Office if there had been any change of registered office address before or after the dissolution of the company
- A Notice of Change of Company Secretary and Director, if there had been any change relating to company secretary and / or director(s) before or after the dissolution of the company
- Any other documents / forms that are necessary to bring the company’s records kept by the Registrar up to date
In order for a struck off company to be restored by the Hong Kong Registry the following fees must be paid:
- Pay all of the annual government fees it would have paid as if it had remained active
- Payment of all unpaid Registered Agent fees
- Restoration of the company to be charged by the Hong Kong Registry, is around – HKD 5000.
When all the fees and penalties are paid, the Registrar shall restore the name of the company to the register and upon the restoration the company shall be deemed never to have been struck off.
Indication of Filing Fees and Penalties
- More than 3 months after the company’s return date – HKD1,740
- More than 6 months after the company’s return date – HKD2,610
- More than 9 months after the company’s return date – HKD3,480
Once the company has obtained a court order and provided that the documents delivered are in order, it will normally takes about 2 – 3 months to restore a dissolved company.
Hong Kong Inland Revenue
The above fees excludes tax filing checking and handling with Inland Revenue Department as this could only be done after the company is restored.
For the outstanding payable amount of annual business registration certificates from date of incorporation up till now, no detail can be given from Inland Revenue Department.
The outstanding amount can be checked until the company is restored successfully.
Transferring Registered Agent
A Hong Kong company can only be restored by the registered agent on record or the agent can be transferred, which we can organise.
After the HK company is restored, we’ll also render the services below to your HK company in order ensure the continual compliance with HK Companies law:
• Provision of annual registered office
• Provision of annual company secretarial services
• Provision of annual tax compliance services