How to Handle A Hong Kong Dormant Company?
更新於 2020/08/07閱讀時間約 10 分鐘
Oftentimes, one will incorporate a company in Hong Kong with the intention of conducting business but end up not doing so, their Hong Kong company becomes unused. As a result of inactivity, their company can enter a dormant state. While they are an incredibly common occurrence in Hong Kong, many individuals are not aware of the responsibilities they have in managing them. In this article, we look to provide insight towards what dormant companies are, how one can be managed and the rules surrounding them.
In This Article You Will Learn
1. What a dormant company is
2. How to declare dormancy for a Hong Kong company
3. What are the obligations surrounding managing a dormant company
4. How to cease dormant status
5. What companies are not allowed to claim dormant status
In This Article You Will Learn
1. What a dormant company is
2. How to declare dormancy for a Hong Kong company
3. What are the obligations surrounding managing a dormant company
4. How to cease dormant status
5. What companies are not allowed to claim dormant status
1. What is a dormant company?
It is a company that does not have any accounting or financial transactions – excluding transactions that arise from the payment of any fees that the Hong Kong company is obligated to pay under a Hong Kong ordinance. For instance, annual business registration fees are still required to be paid.
They are not to be confused with non-trading companies. Non-trading companies will not have any business activities but will still have financial transactions.
It is a company that does not have any accounting or financial transactions – excluding transactions that arise from the payment of any fees that the Hong Kong company is obligated to pay under a Hong Kong ordinance. For instance, annual business registration fees are still required to be paid.
They are not to be confused with non-trading companies. Non-trading companies will not have any business activities but will still have financial transactions.
2. How to declare a dormant status
To declare a dormant status, a private Hong Kong company should pass and deliver to the Registrar of Companies a special resolution declaring that the company will become dormant.
Upon passing special resolution declaring dormancy, the company will become dormant from:
To declare a dormant status, a private Hong Kong company should pass and deliver to the Registrar of Companies a special resolution declaring that the company will become dormant.
Upon passing special resolution declaring dormancy, the company will become dormant from:
- The date of delivery of the special resolution to the Registrar of Companies; or
- Any later date that is specified in the special resolution
There are no rules that dictate how long a dormant can stay inactive for.
3. Obligations for managing a dormant company
Companies with a dormant status are still obligated to comply with many of the regulations governing Hong Kong companies.
Companies with a dormant status are still obligated to comply with many of the regulations governing Hong Kong companies.
- Maintain 1 director, 1 shareholder, a company secretary and a registered office;
- Report any changes of the officers or registered office to the Registrar of Companies
- Renew its business registration certificate
- Pay annual business registration fees to the Hong Kong Government; and
- File Profits Tax Returns as they are issued
However, they also are exempted from complying with many obligations that Hong Kong companies face, specifically:
- Filing an annual return and holding annual general meetings;
- Preparing audited financial statements and appointment of auditors.
4. Cessation of a dormant status
To cease a dormant status, the company must pass a special resolution declaring the intention to enter into an accounting transaction. The special resolution must then be delivered to the Registrar of Companies.
A company will then cease to be dormant when:
To cease a dormant status, the company must pass a special resolution declaring the intention to enter into an accounting transaction. The special resolution must then be delivered to the Registrar of Companies.
A company will then cease to be dormant when:
- A special resolution declaring the company intends to enter into an accounting transaction is delivered to the Registrar of Companies for registration; or
- If there is an accounting transaction in relation to the company.
5. What companies are not allowed to claim dormant status
Any company, or subsidiary of that company, cannot claim a dormant status in Hong Kong if they are:
Any company, or subsidiary of that company, cannot claim a dormant status in Hong Kong if they are:
- A financial institution as per the Banking Ordinance
- An insurer as per the Insurance Companies Ordinance
- A corporation licensed under the Securities and Futures Ordinance
- A Hong Kong company or a registered non-Hong Kong company which
- Is in a controlling entity relationship with a company which is an intermediary; or
- Receives or holds in Hong Kong client assets of the intermediary as defined in the Securities Futures Ordinance
- A Mandatory Provident Fund (“MPF”) Schemes Ordinance trustee
- A company which falls into any of the above categories during the preceding five years.
Conclusion
The FastLane Group is a licensed Hong Kong company secretary. We understand the statutory obligations that govern how Hong Kong companies can act and operate. We have assisted our clients in respect to all matters of a Hong Kong company – from their incorporation to their dissolution. Please contact the FastLane Group for your enquiries regarding how we can help you manage a company.
The FastLane Group is a licensed Hong Kong company secretary. We understand the statutory obligations that govern how Hong Kong companies can act and operate. We have assisted our clients in respect to all matters of a Hong Kong company – from their incorporation to their dissolution. Please contact the FastLane Group for your enquiries regarding how we can help you manage a company.
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本文係由國泰世華銀行邀稿。
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*合作聲明與警語：
本文係由國泰世華銀行邀稿。
證券服務係由國泰世華銀行辦理共同行銷證券經紀開戶業務，定期定額(股)服務由國泰綜合證券提供。
剛出社會的時候，很常在各種 Podcast 或 YouTube 甚至是在朋友間聊天，都會聽到各種市場動態、理財話題，像是：聯準會降息或是近期哪些科
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Indicating a gap actually is to sell the problem that you want to solve in research. Here are three easy-to-use sentence patterns.
Like all other businesses — understand the industry, think about your value, find partners and build the channel.
First, you must be wondering why there is a fake investor?
I would like to share with you some thoughts from my recent experiences, hope this will be helpful for you.
Make relationship.
Make friends with
You could follow National Wages and Productivity Commission, once you click the Region, it will show which city is covered on the right.
DAILY MINIMU
Recently, I got a chance to help a client to increase the efficiency and scheduling meeting time in attending an international conference. The confer
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According to Wikipedia, there are 4 ethnic groups in Singapore:
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4) Others 3.3% ex. Caucasian
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While managing 30+ Facebook group, I need to decide who shall I approve to get into my group. I thought it was an easy job, but I was wrong, the most