If you run a private limited company in Hong Kong, you must file an annual return (Form NAR1) with the Companies Registry every year. This annual return hong kong filing is a statutory obligation — the deadline falls within 42 days after the anniversary of incorporation, and timely filing costs only HK$105 in registration fees; once late, the fee escalates across four tiers to a maximum of HK$3,480, and the Registrar of Companies has no power to reduce it. Below we break down the fee, deadline calculation, filing process, and commonly confused matters, with a pre-filing checklist and FAQ.
NAR1 Fee: HK$105 On Time, Four Escalating Tiers If Late
Most people searching annual return hong kong have the fee as their first question. The figures below are based on private limited companies; public companies and registered non-Hong Kong companies have separate fee schedules.
On-Time Filing: HK$105
If the NAR1 is successfully delivered within 42 days after the anniversary of incorporation, the registration fee for a private company is HK$105 (current fee as of 2026; source: Companies Registry fee schedule).
Late Filing: Four Escalating Tiers, No Power to Reduce
| Overdue period | Registration fee (private company) |
|---|---|
| More than 42 days up to 3 months | HK$870 |
| More than 3 months up to 6 months | HK$1,740 |
| More than 6 months up to 9 months | HK$2,610 |
| More than 9 months | HK$3,480 |
By law, the Registrar of Companies has no power to waive or reduce these escalating late fees. This is a hard rule — there is no room to plead for a reduction.
Don't Confuse These: Public Companies and Registered Non-Hong Kong Companies
The following are adjacent regimes, listed for comparison only: the on-time registration fee for a public company's annual return is HK$140, with four late tiers of HK$1,200 / HK$2,400 / HK$3,600 / HK$4,800. Registered non-Hong Kong companies use Form NN3, with an on-time registration fee of HK$180. If your company is a private limited company, you only need to focus on NAR1 and the HK$105–HK$3,480 scale.
Penalties Are a Separate Track
The late registration fee is an administrative charge; criminal penalties are separate. Section 662 of the Companies Ordinance (Cap. 622) provides that the company and every responsible person (directors, company secretary) may each be fined up to HK$50,000, plus a further HK$1,000 for each day of continuing default. The Companies Registry may also consider striking the company's name from the register for prolonged failure to file annual returns.
For a deep dive on the fee details, see our site's article [company-registry-annual-return-fee].
Deadline: How to Count the 42 Days? Three Rules
The 42-day window is easy to miscalculate. The three rules below clear it up at once.
Rule 1: No filing in the year of incorporation / transfer of registration. The first NAR1 is filed within 42 days after the company's first anniversary of incorporation. Example: if a company was incorporated on 15 March 2025, the anniversary date for its first NAR1 is 15 March 2026, and the deadline is 26 April 2026 (42 days later).
Rule 2: The 42 days include Sundays and all public holidays. Count straight through — there is no need to exclude holidays.
Rule 3: If the last day falls on a Sunday or public holiday → it extends to the next non-holiday; if the last day falls on a Saturday → no extension. This is a pitfall many people fall into. If day 42 lands on a Saturday, you must file on or before that Saturday — it will not automatically extend to Monday. The Registrar of Companies has no power to extend the statutory deadline.
We recommend using the Companies Registry's official deadline calculator and entering the anniversary date directly, to avoid manual calculation errors.
New to company maintenance: see our site's article [hk-company-guide-2] for an overview.
Filing Process: Three Channels × Five Steps
There are three channels for submitting the NAR1, with the core steps as follows.
Hard Copy Filing (Five Steps)
- Download the latest Form NAR1 from the Companies Registry website.
- Complete all mandatory fields in Chinese or English.
- Have it signed by a director or the company secretary.
- Submit it together with a crossed cheque for the correct amount (payable to "Companies Registry"), by post or in person to 14/F, Queensway Government Offices.
- The applicable fee tier is determined by the postmark date or in-person delivery date; if the Registrar has not received it, it is deemed not delivered.
Electronic Filing (e-Services / iAM Smart+)
The Companies Registry's e-Services offers 24-hour online submission. Starting in 2026, individual directors or company secretaries holding an "iAM Smart+" digital identity can submit NAR1 or NR1 directly via the iAM Smart+ platform without separately opening an e-Services account.
Two Rejection Pitfalls
- Unsigned: NAR1 must be signed by a director or the company secretary; an unsigned form is non-compliant and is returned in its entirety.
- Incorrect fee: An error in the cheque amount or electronic payment amount is likewise treated as non-compliant, and the date of re-submission determines the applicable fee tier.
These Are Not the Annual Return: Three Matters to Keep Separate
The following three items are frequently confused with the annual return. Distinguishing them prevents paying for the wrong thing or missing a filing.
Business registration certificate renewal is a separate track run by the Inland Revenue Department. Even if you have paid the business registration fee on time, you must still file the NAR1 separately — the two do not substitute for each other.
Profits tax returns (BIR51) and audited financial statements are completely independent of the annual return. A private company does not need to attach financial statements when filing the NAR1; a public company must file them together.
Changes to directors, the company secretary, or the registered office address cannot simply be recorded in the NAR1. You must first separately file the designated forms such as ND2B (change of directors / secretary) and NR1 (change of address), and then file the NAR1. The order is: report changes first, then file the annual return.
Companies with no business / shell companies must still file the NAR1, unless the company has been declared dormant under section 5 of the Companies Ordinance and that declaration took effect before the 42-day deadline for that year; or the company has entered deregistration / winding-up proceedings.
Arrangements when you stop operating: see our site's article [hk-company-alternatives-2].
File It Yourself or Engage a Company Secretary?
This is the practical choice many Hong Kong company owners face.
DIY: you only pay the official registration fee of HK$105, but you must track the deadline yourself, ensure the form is correctly completed, keep submission proof, and maintain the company's statutory registers. Suitable for small teams with dedicated staff handling compliance who are familiar with the process.
Engaging a company secretary: the secretary's annual fee quoted in the market is an agent's service quote, not a government charge. Engaging is suitable when: there is no dedicated staff in Hong Kong, shareholding or director changes are frequent, or you worry about missing the deadline and triggering the escalating fees.
We provide company secretarial, changes and statutory maintenance services, covering NAR1 preparation and filing, and provision of a statutory company secretary, helping you stay compliant on time and avoid late penalties.
Learn more about company secretarial services
Regulated trust or company services are provided by Intelligent Services Limited (TCSP Licence No. TC010349).
Pre-Filing Checklist
- [ ] Confirm the company's anniversary date (date of incorporation)
- [ ] Use the official calculator to confirm the 42-day deadline
- [ ] Verify the NAR1 snapshot items: registered office address, shareholders, directors, company secretary
- [ ] If there are changes, first separately file the designated forms such as ND2B / NR1
- [ ] Confirm the signature and fee amount are correct
- [ ] Keep the submission proof or postmark record
FAQ
How much does an on-time vs a late annual return cost? Can the fee be waived?
For a private company, the on-time (within 42 days) registration fee is HK$105. Late fees escalate across four tiers: more than 42 days up to 3 months HK$870, 3 to 6 months HK$1,740, 6 to 9 months HK$2,610, more than 9 months HK$3,480. The Registrar of Companies has no power to waive or reduce them. Also note the criminal penalties: the company and every responsible person may be fined up to HK$50,000, with a further HK$1,000 per day of continuing default.
How is the 42-day deadline counted? What if it falls on a Saturday / Sunday / public holiday?
The 42 days include Sundays and public holidays. If the last day falls on a Sunday or public holiday → it extends to the next non-holiday. If the last day falls on a Saturday → no extension; you must file on or before that Saturday. We recommend confirming with the Companies Registry's official deadline calculator.
Does a company with no business that has not received a reminder letter still have to file?
Yes. Unless the company has been declared dormant under section 5 of the Companies Ordinance and the effective date is before the 42-day deadline for that year, or has entered deregistration / winding-up proceedings. Not receiving a reminder letter is not a reason to skip filing.
Are the annual return, business registration renewal, and profits tax the same thing?
Three completely separate statutory obligations: business registration certificate renewal is governed by the Inland Revenue Department; profits tax returns (BIR51) and audited financial statements belong to the tax filing track; annual return NAR1 is governed by the Companies Registry. None substitutes for the others — even if you have paid the BR fee, you must still file the NAR1.
File it yourself or hand it to a company secretary? How do you file electronically?
DIY only costs the official HK$105, but you must manage the deadline and form-filling yourself. Electronic channels: file via the Companies Registry's e-Services or iAM Smart+ (individual directors / secretaries holding iAM Smart+ do not need to open a separate account). Engaging a company secretary is suitable if you have no dedicated compliance staff or worry about missing the deadline; the secretary's annual fee is a market agent's quote, not a government charge.
Comparing DIY vs engaging an agent: see our site's article [hk-company-comparison-2].