Hong Kong Limited Company: Your Annual Compliance Calendar

What does a Hong Kong limited company owe every year?

Four obligations come every year: audit, profits tax return, annual return and business registration. Added to these are the AGM or a written resolution, the statutory registers and notifications of changes.

Source: Companies Registry (cr.gov.hk), Inland Revenue Department (ird.gov.hk) · As at 29 Sep 2026 · “–” = no government fee or not covered in this overview

Annual calendar: your dates by incorporation date

Enter your date of incorporation and financial year end. The calendar shows the regular yearly rhythm from the second year and, below it, what is different in the first year. You can add the dates to your calendar as an .ics file.

Text version: example incorporation 15 Mar 2026, year end 31 Mar

From the third year the rhythm repeats (year end 31 Mar, IRD code M): demand note in February, BR renewal on 15 Mar, profits tax return and, if applicable, BIR56A on 1 April, NAR1 by 26 Apr, AGM deadline 31 Dec. With a tax representative, the code M deadline for 2025/26 was 16 Nov 2026.

Source: derived from CR, Annual Return, IRD, Business Registration, IRD, Block Extension 2025/26, CR, AGM · As at 29 Sep 2026 · “derived” = calculated from the official rule

Does every Hong Kong limited company need an audit?

Yes. Under the Companies Ordinance (Cap. 622), the financial statements of every company must be audited, even if it uses the reporting exemption for small companies. The only exception is a company declared dormant (section 9). Low revenue, a loss or an owner abroad do not change this.

A company with gross income submits the audited financial statements together with the profits tax return to the IRD. Appoint the auditor early enough for the report to be ready before the return is due.

Profits tax return: the first after about 18 months, then every April

The IRD issues the first profits tax return about 18 months after incorporation. For this first return, the deadline is 3 months from the date of issue, without an application. After that, the IRD issues returns in bulk; for 2025/26 this happened on 1 April 2026. The normal deadline is one month from the date of issue.

If you have a tax representative, you receive a block extension. The deadline then depends on the financial year end, which the IRD records as code N, D or M. The values for 2025/26:

Source: IRD, Block Extension Scheme 2025/26, supplement of 14 Jul 2026 · As at 29 Sep 2026

A company that commits to e-filing can apply for one further month through its tax representative. Since April 2026 the block extension runs only electronically. A chargeable company that receives no return must notify the IRD in writing within 4 months after the end of the basis period.

Tax rate and relief

Source: IRD, Profits Tax · budget.gov.hk · As at 29 Sep 2026

Hong Kong taxes only profits with a source in Hong Kong; whether your profits fall into that category is examined by the IRD case by case on the basis of evidence. According to the IRD, what counts is what the company has done to earn the profits and where it has done it. A company may qualify for the exclusion, subject to IRD review. Such profits must be reported in the profits tax return (offshore claim); the return and the audit remain mandatory. Further reading: DIPN 21.

Annual return (NAR1): within 42 days after the anniversary of incorporation

The annual return on form NAR1 goes to the Companies Registry, not the IRD. It is due every year except in the year of incorporation. Private companies do not file financial statements with it; the audited financial statements go to the IRD with the profits tax return.

Source: CR, Fees, CR, Annual Return (Private Company) · As at 29 Sep 2026

The periods in the scale count from the anniversary of incorporation. The Companies Registry has no power to waive the higher fees.

Business registration: renew yearly or for three years

The Business Registration Office sends the demand note approximately in the middle of the preceding month. Once paid, it becomes the new certificate. If none arrives, the company must inform the IRD in writing within one month after expiry. The amount depends on the commencement date of the certificate:

Source: IRD, Business Registration Fee and Levy · As at 29 Sep 2026 · The same amounts applied for 1 Apr 2025–31 Mar 2026.

Company secretary, registered office and statutory registers

• A private limited company needs at least one director who is a natural person and one company secretary. A secretary who is a natural person must ordinarily reside in Hong Kong; a corporate secretary must have its registered office or a place of business there. A sole director cannot also act as secretary.
• The registered office must be situated in Hong Kong. A change of address is notified on form NR1 within 15 days.
• The Significant Controllers Register is not filed with the Registrar; it is kept at the registered office or another place in Hong Kong and must be open to law enforcement officers on demand. The company appoints at least one designated representative: a natural person resident in Hong Kong (member, director or employee) or an accounting professional, legal professional or TCSP licensee.
• With employees or directors’ remuneration, the employer’s return BIR56A is added (issued 1 April, due within one month). Directors’ remuneration is reported on form IR56B. Employees aged 18 to 64 must be enrolled in the MPF within the first 60 days; employer and employee each contribute 5% of relevant income (for monthly paid employees, minimum and maximum levels of HK$7,100 and HK$30,000).

What low-cost packages often leave out, and what that means in year two

Government fees are the smallest item: HK$105 for the NAR1 and HK$2,350 for one year of business registration (as at 29 Sep 2026). The larger items are services needed every year:

• Ongoing bookkeeping and annual financial statements
• Audit by an auditor
• Tax computation and profits tax return, where relevant with an offshore claim and supporting evidence
• Company secretary, registered office, Significant Controllers Register and designated representative

Check for every offer which of these items are included from the second year. If you have not incorporated yet: set up a Hong Kong limited company with the annual obligations planned in.

Dormant company: when it is really relieved of the audit

“Dormant” is a formal status, not a state of affairs. A private company becomes dormant when it delivers a special resolution to the Registrar, from that date or a later date stated in it. It stays dormant only while it has no accounting transaction, meaning no transaction that must be entered in its accounting records under the Companies Ordinance.

• No audit while the company is dormant.
• No annual return while dormant. Exception: if the company becomes dormant only after the 42nd day after the anniversary, the annual return for that year is still due.
• If the company receives a profits tax return, the IRD accepts it without audited financial statements.

A company without revenue that has not been formally declared dormant remains fully subject to the audit requirement.

Source: CR, Dormant Companies, CR, Annual Return FAQ, CR, Accounts and Audit, IRD · As at 29 Sep 2026

What happens if a deadline is missed?

• Annual return: higher fees depending on the delay (table above), which cannot be waived. In addition, prosecution may follow, with a maximum penalty of HK$50,000 per breach and a daily default fine of HK$1,000.
• Profits tax return: if it is not filed by the (extended) due date, the IRD issues estimated assessments or institutes penalty proceedings.
• Business records: failing to keep them for at least 7 years may lead to a fine of up to HK$100,000.

And in your home country?

What applies there for tax purposes depends on your residence and on where the company is actually managed. That is not part of the Hong Kong annual obligations; we clarify it in the consultation. Whether Hong Kong or Singapore fits your plans better is shown in the jurisdiction comparison.

Review note