Keeping the company

NAR1 late fee and annual return penalty in Hong Kong

On time, NAR1 costs a private company HK$105. Late, the fee is HK$870, HK$1,740, HK$2,610 or HK$3,480, the Registrar cannot waive it, and the company can also be prosecuted.

At a glance

On time (within 42 days)
HK$105
Late, private company
HK$870, HK$1,740, HK$2,610 or HK$3,480
Waiver
The Registrar has no power to waive it
Maximum penalty
HK$50,000 + HK$1,000 a day if continuing

A Hong Kong private company pays HK$105 to file its annual return (Form NAR1) on time, within 42 days after the anniversary of incorporation. File late and the Companies Registry fee becomes HK$870, HK$1,740, HK$2,610 or HK$3,480, depending on how late you are. The Registrar has no power to waive the higher fee. Late filing is also an offence: the company and its responsible persons can be prosecuted, with a maximum fine of HK$50,000 for each breach plus HK$1,000 a day while it continues. The cheapest fix is to file as soon as you notice.

The NAR1 fee ladder

The fee depends on the date the return is delivered, counted from the return date, which is the anniversary of incorporation or re-domiciliation. These are the bands for a local private company:

Private company, Companies Registry fee table
When NAR1 is deliveredRegistration fee
Within 42 days after the return dateHK$105
More than 42 days after, but within 3 monthsHK$870
More than 3 months after, but within 6 monthsHK$1,740
More than 6 months after, but within 9 monthsHK$2,610
More than 9 months after the return dateHK$3,480

Copied from theCompanies Registry major-fees pagefor a local private company. The return date is the anniversary of incorporation (or re-domiciliation). Public companies and registered non-Hong Kong companies use a higher ladder.

Work out your dates

Enter the incorporation date. The helper shows this year’s return date, the 42-day deadline and the fee if you delivered NAR1 today. It does not know public holidays, so check the official rules if day 42 falls on one: under the Registry’sannual-return FAQ, a deadline that falls on a Sunday or a public holiday moves to the next day that is neither. The Registry’sannual return pageis the authority.

Private-company NAR1 helper

Uses the Companies Registry rules for a local private company. Public holidays are not in this helper — if day 42 is a gazetted holiday, check theofficial annual-return page.

A worked example

A hypothetical company incorporated on 20 October 2025 has a return date of 20 October 2026. Using the bands above:

NAR1 deliveredBandFee
By 1 December 2026Within 42 daysHK$105
2 December 2026 to 20 January 2027Within 3 monthsHK$870
21 January to 20 April 2027Within 6 monthsHK$1,740
21 April to 20 July 2027Within 9 monthsHK$2,610
After 20 July 2027More than 9 monthsHK$3,480

Missing the deadline by one day costs HK$765 more than filing on time. Each extra band adds another HK$870.

Why the fee cannot be waived

The higher registration fees are prescribed in the Companies (Fees) Regulation, not set case by case. The Registry says the Registrar of Companies does not have power to waive them. A missed reminder, a change of company secretary or a company that was not trading does not change the amount.

Why companies end up paying it

  • Counting from the financial year-end. The NAR1 clock runs from the anniversary of incorporation, which is usually a different date.
  • Paying the IRD and stopping there. Renewing the Business Registration Certificate does not file the annual return. Seeannual return vs business registration renewal.
  • A gap between secretaries. When one firm hands over to another, nobody may be watching the return date.
  • Assuming a quiet company has nothing to file. It still files unless it has been deregistered or has formally become dormant.

The penalty on top of the fee

The duty to deliver an annual return is in section 662 of the Companies Ordinance. If a company fails to comply, the company and every responsible person, including every director, company secretary and manager, are liable to prosecution. The Registry’sannual return pamphletgives the maximum penalty as HK$50,000 for each breach and, for a continuing offence, a daily default fine of HK$1,000. Those are court fines, separate from the Registry’s fee.

If you are already late

  1. File now. The fee only goes up while you wait, and each band boundary is a fixed date.
  2. Check for earlier years. Each year’s annual return is a separate filing with its own return date and fee.
  3. Make sure a hard-copy return is manually signed by a director or the company secretary before you send it, and pay the fee for the date it will be delivered.
  4. Fix the cause. Diarise the next return date, or give the job to a company secretary.

A company that is not trading still files

Stopping business does not stop the annual return. Until a company is deregistered and dissolved it must keep delivering annual returns. If the company has no future, readhow to close a Hong Kong company. If you want to keep it but pause it, readdormant Hong Kong companies. For the deadline itself and what the form covers, seethe NAR1 annual return guide.

A company secretary normally keeps these dates. Our directory listscompany secretary firmsto compare. The Companies Registry applies the fees and the courts decide prosecutions; this page is not legal advice.

Questions people ask

What is the late fee for an annual return in Hong Kong?

For a private company: HK$870 if NAR1 is delivered more than 42 days but within 3 months after the return date, HK$1,740 within 6 months, HK$2,610 within 9 months, and HK$3,480 after that. On time, the fee is HK$105.

Can the Companies Registry waive a late NAR1 fee?

No. The higher fees are prescribed in the Companies (Fees) Regulation, and the Registry says the Registrar does not have power to waive them.

What is the penalty for not filing an annual return?

Apart from the higher fee, the company and every responsible person, including directors and the company secretary, are liable to prosecution. The Registry gives the maximum as HK$50,000 for each breach plus a daily default fine of HK$1,000 for a continuing offence.

Does a company that is not trading still pay the late fee?

Yes, if it files late. A company must keep delivering annual returns until it is deregistered and dissolved, unless it has formally become dormant under the Companies Ordinance.

When does the 42-day deadline move?

Sundays and public holidays count in the 42 days. If the 42nd day is a Sunday or a public holiday, the due date moves to the next day that is neither. A Saturday deadline does not move.