Liquidation of a company in Hong Kong from 950 $

Submitting an application to the Hong Kong Inland Revenue Department on Form 1263 and receiving written confirmation of the absence of objections to liquidation. As a standard, it takes 21 days to receive a response to a request.

Submission of an application on the NDR1 form to the Hong Kong Company Registration Authority. The process takes approximately 5 working days.

Receiving notification of registration confirmation. As a rule, it takes 21 working days.

Publication of the Hong Kong government newspaper about the de-registration of the company. Within 3 months after the publication of this notice, the company’s creditors have the opportunity to send written objections to the company’s de-registration.

Publication of the second notice in the Hong Kong Government newspaper. After that, the company is considered to be de-registered.

Preparation by the directors of the company of an Opinion on the solvency of the company in accordance with Section 233 (1) of the Resolution on Companies (Liquidation and Other provisions). The report should also contain a report on the assets and liabilities of the company as of the last reporting date. The Report must be prepared on the basis of up-to-date financial statements prepared no later than 3 months prior to the preparation of the Report, and contain actual estimated evidence that the company is able to repay all its obligations within 12 months from the date of adoption of the resolution on voluntary liquidation of the company.

Holding a meeting of the Board of Directors. The issue under consideration is a proposal for voluntary liquidation.  If the Conclusion on the company’s obligations proves that the company is able to fulfil all obligations within the prescribed period, the Directors decide to convene a general meeting of shareholders (GM) of the company to consider the issue (decision) on voluntary liquidation.

Sending a notice to the company’s shareholders on holding a general meeting of shareholders on the issue of voluntary liquidation of the company. Must be sent at least 14 days before the date of the meeting in accordance with section 571 of the Hong Kong Companies Ordinance. Or the signing by at least 95 percent of the company’s shareholders of the “Consent to a brief Notice” of the meeting.

Holding a general meeting of shareholders of the company in Hong Kong on the issue of voluntary liquidation of the company. The General Meeting of shareholders of the company must be held within five weeks from the date of preparation of the Conclusion. At the general meeting, a special decision is made to start the voluntary liquidation process and a liquidator is appointed.

The decision on the voluntary liquidation of a Hong Kong company must be submitted to the Hong Kong Companies Registry and published in the Hong Kong Government Gazette within 15 days from the date of the Decision.

In addition, in accordance with article 253 of the Companies Ordinance, liquidators are required to publish in the Hong Kong Government Gazette, as well as to send a Notification of their appointment to the Hong Kong Companies Registry (Company Registry) within 15 days after the date of such appointment.

Voluntary liquidation of a company begins with the adoption of a special Resolution on the termination of activities. From the moment of appointment of the liquidator, the directors of the company terminate their powers.

Receipt by the Liquidator from the Hong Kong Inland Revenue Department of confirmation (“tax clearance”) that the company has no tax arrears.

Preparation by the Liquidator of a report showing the distribution of assets and repayment of all liabilities of the liquidated company.

Publication in the Hong Kong Government Newspaper of information on the holding of the final shareholders’ Meeting no later than one month.

Holding the final meeting of the company’s participants. A special Decision is made at the meeting, within the framework of which the company’s accounting documents must be deposited in the Companies Registry three months after the termination of the company’s activities and the presentation of a report on the balance of accounting accounts prepared by the liquidator.

The liquidator must, within one week after the final meeting, send the accounting accounts and the minutes of the final meeting to the Companies Registry. After three months after the registration of the minutes of the last meeting, the company is liquidated.