Hong Kong Annual Return (NAR1): Late Filing Fees and Prosecution
A local private company must deliver its NAR1 within 42 days after the anniversary of incorporation. The fee is HK$105 on time and up to HK$3,480 when late, and late filing can lead to prosecution. Includes Companies Registry summons figures for January–September 2026.
The annual return is a statutory filing every Hong Kong limited company must make each year. Many owners assume that filing a little late just costs a little more, but late delivery is also a criminal offence.
Deadline: within 42 days after the anniversary of incorporation
According to the Companies Registry, a local private company having a share capital must deliver its annual return (Form NAR1) within 42 days after the anniversary of the date of its incorporation each year. Note that:
- the Registrar of Companies has no power to extend the statutory deadline;
- if the last day falls on a Saturday, the deadline does not change;
- if you are unsure of the due date, use the annual return due date calculator on the Companies Registry website.
Registration fee: HK$105 on time, up to HK$3,480 when late
| Delivered (counting from the date of the return) | Fee (HK$) |
|---|---|
| Within 42 days | 105 |
| More than 42 days but not more than 3 months | 870 |
| More than 3 months but not more than 6 months | 1,740 |
| More than 6 months but not more than 9 months | 2,610 |
| More than 9 months | 3,480 |
The Registrar also has no power to waive or reduce the higher fees prescribed in the Companies (Fees) Regulation (Cap. 622K). An annual return delivered without the full fee is returned, and the fee is then calculated by the date it is delivered again.
Prosecution: fines of up to HK$50,000
Under section 662 of the Companies Ordinance, if a local private company fails to comply, the company and every responsible person may be prosecuted. On conviction each is liable to a fine of up to HK$50,000 and, for a continuing offence, a further daily fine of HK$1,000.
The Companies Registry’s FAQs also note that a summons already issued is not withdrawn even if the return is delivered before the hearing, although the court will take the late delivery into account when deciding the period of default and in mitigation.
Prosecution figures for 2026
According to the Companies Registry’s prosecution statistics, 3,232 summonses were issued from January to September 2026, with fines totalling HK$10,720,724. In August alone 500 summonses were issued, and 431 in September. For comparison, 3,457 summonses were issued in the whole of 2025.
How to avoid filing late
- Put the anniversary of incorporation and the 42nd day after it in your calendar;
- Use the annual return e-reminder service on the Companies Registry’s e-Filing portal;
- From 17 August 2026, “iAM Smart+” users can file NAR1 electronically without registering an e-Filing account.
Sources
- Companies Registry: Annual return – local private companies https://www.cr.gov.hk/en/compliance/annual-return/private-company.htm
- Companies Registry: Major fees under the Companies Ordinance https://www.cr.gov.hk/en/services/fees.htm
- Companies Registry: Prosecution statistics https://www.cr.gov.hk/en/publication/fact-stat/statistics/prosecution.htm
- Companies Registry: FAQ – compliance https://www.cr.gov.hk/en/faq/faq-compliance.htm
General information only, not legal or tax advice.