For a corporate company secretary which is a company registered under the Companies Ordinance to submit documents electronically for its client company, one of the company secretary’s officers (e.g. director, company secretary or authorised person) being a natural person can sign the electronic document in the capacity of the corporate company secretary and submit documents on behalf of the client company. The signatory must be an Individual User who has subscribed to e-Filing Services.
If the corporate company secretary is not a company registered under the Companies Ordinance, account association of the company secretary with the client company should be established first.
For Individual Users associated with companies as authorized persons in former e-Registry, their capacities will be migrated as authorized persons (with signing capacity) of the related associated companies.
For Individual Users associated with companies as employees in former e-Registry, their capacities will be migrated as authorized persons (without signing capacity) of the associated companies.
Registered Agents
Since the launch of the licensing regime for the Trust and Company Service Providers (TCSP), the existence of non-individual registered agents may pose a potential risk of non-individual providing corporate service without a valid TCSP licence. Therefore, while these non-individual user accounts have been migrated to e-Services Portal as a CR company or BR entity User as the case maybe, the role of non-individual registered agents has ceased and their associations with companies as registered agents in former e-Registry have been removed. In other words, these non-individual registered agents are no longer able to deliver documents on behalf of the formerly associated companies or individuals.
For the individual registered agents appointed by companies in former e-Registry, their capacities have been migrated as authorized persons (with signing capacity) of the associated companies.
However, since it is apt to have disputes for an individual claiming his/her appointed individual registered agent signing consent to act as director or notification for resignation without his/her prior knowledge, the role of individual registered agents acting on behalf of other individuals has ceased and their associations with other individuals in former e-Registry have been removed.
For details, please see CR’s External Circular No. 4/2023:
(https://www.cr.gov.hk/en/publications/docs/ec4-2023-e.pdf).
(i) Companies Ordinance (Chapter 622)
(ii) Companies (Winding Up and Miscellaneous Provisions) Ordinance (Chapter 32) – except for sections 38D and 342C
(iii) Securities and Futures (Open-ended Fund Companies) Rules (Chapter 571AQ) and
(iv) Limited Partnership Fund Ordinance (Chapter 637).
and some documents of:
(v) Limited Partnerships Ordinance (Chapter 37)
(vi) Trustee Ordinance (Chapter 29)
(vii) Registered Trustees Incorporation Ordinance (Chapter 306)
can be delivered in electronic form to the Registrar of Companies for registration through the e-Services Portal.
To ensure the quality of image records of documents which are made available for public search, the page margins of documents should be set as Top: 1.27 cm; Bottom: 0.86 cm; Left: 1.06 cm; Right: 1.27 cm. Moreover, if a document is converted into a PDF file through document scanning, you are advised to arrange for “black and white” scanning to produce a better image.
For documents submitted in PDF not in templates provided by the e-Services Portal, in order to ensure the quality of image records of documents for public search, the page margins of documents should be set as Top: 1.27 cm; Bottom: 0.86 cm; Left: 1.06 cm; Right: 1.27 cm. If the PDF file is prepared by scanning, “black and white” scanning is advised.
After submission, users can also save and print the submitted web forms for record using "Document Submission > Enquire Submitted Documents” function.
In case the web form or a particular section thereof is required to be amended, presentor of the document has to remove all the signatures of the web form and the input fields in the web form will become editable and changes can be made accordingly. After amendment, the web form is required to be signed by the signatory again to confirm the changes.
(i) deduction from deposit account at the e-Services Portal;
(ii) credit card (VISA/MASTER/JCB/UnionPay);
(iii) digital wallet (Apple Pay/Google Pay);
(iv) PPS Shop&Buy Service; or
(v) FPS (Faster Payment System).
If you wish to pay by credit card, you have to obtain the relevant secure code/password from the card issuing bank, as required.
For more details, please refer to Part B – Fees and Payment of the Frequently Asked Questions on “Registration of User Account for e-Services”.
Users must either have their own deposit accounts or shared company deposit account(s) at the e-Services Portal for payment of fees. Other payment methods (i.e. credit card (VISA/MASTER/JCB/UnionPay), digital wallet (Apple Pay or Google Pay), FPS (Faster Payment System) and PPS Shop&Buy Service) are not acceptable. After successful submission of web forms, a notification for receipt of bulk submission showing the submission results with payment details (if applicable) will be sent to the user’s message box at the e-Services Portal and registered email address.
The Companies Registry and the Inland Revenue Department (“IRD”) have jointly introduced an OPTIONAL ELECTRONIC one-stop notification service at the e-Services Portal for a company to report the change of registered office address also as a change of business address on its Business Registration Certificate. By using this electronic service, you may request the Registrar of Companies to notify the Commissioner of Inland Revenue on your behalf that the business address of your company as registered under the Business Registration Ordinance (Chapter 310 of the Laws of Hong Kong) has changed to the new address of your registered office with effect from the effective date of change as stated in the web Form NR1.
Normally, the IRD will send out your amended Business Registration Certificate by post on the next working day after the registration of the web Form NR1 by the Companies Registry.
(ii) For reporting the appointment of a body corporate as director by web Form ND2A, the body corporate must have an associated Individual User to sign documents on its behalf at the e-Services Portal. The Company Name and Business Registration Number of the newly appointed director entered in the web Form ND2A must be identical to those provided for user registration at the e-Services Portal.
If the newly appointed director is a body corporate, the Individual User associated with it can sign the Consent electronically on behalf of it.
Alternatively, the director (body corporate) can appoint an authorization person with signing capacity to sign the web Form ND2A on its behalf.
The documents have to be submitted by an Individual User associated to the related companies.
Please refer to the demonstration on “Reporting Same Change for Multiple Companies” at the e-Services Portal.
For a private company, the return date is the anniversary date of incorporation of the company in a year.
For a public company and a company limited by guarantee, the return date is 6 months and 9 months respectively after the company’s accounting reference date. For cases where the Companies Registry does not have records of the accounting reference dates of the companies or cases where the annual returns are submitted under the requirements of the predecessor Companies Ordinance, key particulars will not be provided and you have to complete all the details in the web Forms NAR1.
To avoid delays owing to unforeseen circumstances and payment of higher registration fees, you are advised to submit the web Form NAR1 as early as possible.
(i) For a private company, the notification will be sent on the anniversary date of incorporation of the company.
(ii) For a public company, the notification will be sent on the return date that is 6 months after the company’s accounting reference date.
(iii) For a company limited by guarantee, the notification will be sent on the return date that is 9 months after the company’s accounting reference date.
For public companies and companies limited by guarantee, in cases where the Companies Registry does not have records of the accounting reference dates of the companies, notifications cannot be sent to these companies.
Electronic notifications will be sent by the system automatically to the message box and registered email address of your Company User account. You can readily access the e-Services Portal through a hyperlink provided in the notification for e-submission of web Form NAR1.
Individual Users of the e-Services Portal who have established account association with relevant companies may also subscribe to the Annual Return e-Reminder Service at the e-Services Portal free of charge to receive notifications for e-submission of annual returns of the companies.
For more details, please refer to the Frequently Asked Questions on “Annual Return e-Reminder Service”.
To avoid delays owing to unforeseen circumstances and payment of higher registration fees, you are advised to submit the web Form NN3 as early as possible.
Individual Users of the e-Services Portal associated with relevant companies may also subscribe to the Annual Return e-Reminder Service at the e-Services Portal free of charge to receive notifications for e-submission of annual returns of the companies.
For more details, please refer to the Frequently Asked Questions on “Annual Return e-Reminder Service”.
(i) Completion of web forms online
After inputting the required data through the guided wizard, the following web forms will be generated for review and signing -
(a) NM1, NM2, NM8 and NM9 (relating to charges and release of charges);
(b) NW1 and NW2 (relating to liquidation of local companies); and
(c) NN11 and NN14 (relating to liquidation/dissolution of registered non-Hong Kong companies); and
(d) Liquidator’s Statement of Account (relating to liquidation of local companies or open-ended fund companies).
Any other documents which are required to be delivered together with the specified forms should be converted into PDF file and attached to the relevant web forms upon submission. For files containing the certified copy of charge instrument, instrument evidencing release of a charge or instrument effecting the dissolution of a registered non-Hong Kong company, the size of each PDF file should not exceed 20MB. For files containing court orders for extension of time for registration of documents relating to charges, the size of each PDF file should not exceed 5MB.
Please also refer to Part A – General for more information.
(ii) Submission by uploading fillable PDF files / PDF files
The following documents can only be submitted at the e-Services Portal in fillable PDF files / PDF files with an e-signature page attached and the size of each file should not exceeding 5MB -
(a) NM3 and NM4 (relating to mortgagee taking possession of charged property);
(b) NM5, NM6, NRC2 and NRC3 (relating to receivership);
(c) NM7 (relating to change in particulars of mortgagee, receiver or manager);
(d) NW3, NW4, NW5 and NW6 (relating to liquidator/provisional liquidator);
(e) OFCW1, OFCW2, OFCW3, OFCW4, OFCW5 & OFCW6 (relating to liquidation of open-ended fund companies);
(f) OFCRC1, OFCRC2, OFCRC3, OFCRC4 & OFCRC5 (relating to receivership of open-ended fund companies); and
(g) Special resolution for winding up, return of final meeting and final statement of accounts (relating to liquidation of local companies or open-ended fund companies).
The fillable PDF templates for specified forms can be downloaded with the hyperlinks provided at the e-Services Portal. You should input the required data in the fillable PDF template and then upload and sign the document with the submission functions provided at the e-Services Portal.
Electronic certificates will be kept in the e-Services system for six months only. Users are advised to download and save the electronic certificates in their records as early as possible after receipt of the email notifications.
For charges documents submitted through the e-Services Portal, the Certificates will only be issued in electronic form. Certificates in electronic form or hard copy form (issued for charges documents delivered to the Companies Registry in hard copy form) have the same legal effect.
You may order a certified copy of the Certificate at a fee online at the e-Services Portal.
You can login the e-Services Portal [Filing > Document Submission>Online Submission]. Input form number “NDR1” to search and retrieve “Form NDR1 - Application for Deregistration of Private Company or Company Limited by Guarantee” with the “Quick Search by Form Number (for Specified Forms only)” function. Follow the steps as displayed on screen and fill in the required particulars and submit the completed web form NDR1 with the certified copy of the Notice as attachment. The Form NDR1 must be submitted within 3 months from the date of issue of the Notice.