Home
FAQ
Corporate Service Hong Kong Frequently asked questions regarding the Deregistration, Striking Off, Winding Up and Restoration for a Hong Kong Company
FAQFrequently asked questions regarding the Deregistration, Striking Off, Winding Up and Restoration for a Hong Kong Company
| Q： |
What are the differences between deregistration, striking off and winding up? |
| A： |
Their purposes are the same as all of them will result in the dissolution of a Company. Deregistration is a relatively simple, inexpensive and quick procedure for dissolving defunct and solvent private or guarantee companies which can meet the statutorily specified requirements. Other companies should proceed with winding up procedures as laid down Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap 32). Striking off is an action initiated by the Registrar of Companies to strike defunct companies off the register. |
|
Q： |
How can I ascertain whether any striking off action or winding up proceeding has been taken against a Company? |
| A： |
You can conduct a company name search at the Companies Registry Cyber Search Centre on the internet and then proceed to view the basic company information of the Company which will indicate if any such action has been taken against the Company concerned. If the result is positive, you may also check the document index to see if any information sheets or documents regarding such action are available for inspection. |
|
Q： |
What are the requirements for making an application for deregistration of my Hong Kong Company? |
|
A： |
The Company must be a solvent private limited company or company limited by guarantee incorporated under the Hong Kong Companies Ordinance, other than public company or specific regulated company, fulfilling the below conditions:
|
|
Q： |
Can I submit an application for deregistration by fax or by email? |
|
A： |
No. You have to submit your application in writing in a form specified by the Inland Revenue Department and Companies Registry by hand or by post. |
|
Q： |
I have applied for the deregistration of my company. Do I need to file all outstanding Annual Returns after submitting the application for deregistration? |
|
A： |
Yes. A Company is required to file Annual Returns and observe its obligations under the Companies Ordinance until it has been dissolved. Failure to do so will make the Company liable to prosecution. |
|
Q： |
I have applied for the deregistration of my company. Do I need to pay business registration fee if I have already received the business registration demand note? |
|
A： |
If you have submitted the application for requesting an no objection letter from the Inland Revenue Department before the expiry date on current business registration certificate, you do not need to pay the fee of the coming business registration certificate unless the Company is going to re-commence. Otherwise, you are still liable to pay the business registration fee as per the amount shown on the demand note in order to let the Inland Revenue Department to issue the no objection letter. |
|
Q： |
I have applied for the deregistration of my company. How can I know when the Gazette Notice has been published? |
|
A： |
Information Sheets relating to the publication of gazette notices under section 751(1) of the Companies Ordinance will be placed on the public records of the Company. You may conduct a company search at the Companies Registry Cyber Search Centre on the internet or visit the Hong Kong SAR Government Gazette website to search. Government Gazettes are normally published on Fridays. Usually, the first Gazette Notice will be published about 3 weeks after the date of the Companies Registry approval letter. |
|
Q： |
Where can I find the gazette notice? |
|
A： |
You may view the gazette at the website of the Government Logistics Department (Website : www.gld.gov.hk/egazette). |
|
Q： |
After I have submitted the application for deregistration, how can I cancel the Business Registration? |
|
A： |
It need not to cancel the Business Registration by yourself, the Companies Registry will notify the Business Registration Office for cancellation directly after the Company has been dissolved. |
|
Q： |
My company has already been deregistered but there is money in the company’s bank account, how can I get the money back? |
|
A： |
You may consider applying to the High Court for an order to reinstate the Company under section 765 of the Companies Ordinance. Kaizen could assist you in this respect. |
|
Q： |
How can I reinstate a deregistered company? |
|
A： |
An application can be made to the High Court for reinstatement pursuant to section 765 of the Companies Ordinance. Kaizen could assist you in this respect. |
| Q： |
How long will it take to reinstate a deregistered company? |
|
A： |
Once the Company has obtained a court order and provided that the submitted documents are in order, it will normally take about 4-6 months to reinstate a deregistered company. |
|
Q： |
My company has been deregistered and the company name has been used by another company, can I reinstate the Company? |
|
A： |
Yes, but the Company will be required to change its name after the restoration. |
|
Q： |
How can I restore a dissolved company which has been struck off under section 746 or 747 of the Companies Ordinance? |
|
A： |
The directors or members of the Company which have been struck off under Section 746 or 747 of Companies Ordinance may apply to the Registrar of Companies by the way of administrative restoration under section 760 of the Companies Ordinance to restore the Company. The Company need to make the application along with all the changes after the struck off period and filed the outstanding annual return with late penalty. Companies Registry will consider approving to restore the Company after application received. After the Company is restored, it also requires paying back all the outstanding business registration fee. |
|
Q： |
I found that a Company which still owed me money had been deregistered/struck off and dissolved. What can I do? |
|
A： |
An aggrieved party (e.g. a creditor) may apply to the court for an order to reinstate/restore the Company. Kaizen could advise you regarding the application procedure. |
Language
close
