“Company secretary” in Hong Kong is not an administrative assistant. It is a statutory office. Section 474 of the Companies Ordinance (Cap. 622) requires every company incorporated in Hong Kong to appoint one, and failing to do so is an offence for the company and every responsible person.
The role exists to make sure the company actually meets its filing duties — annual return, register updates, resolutions and the Significant Controllers Register. Get it wrong and the penalties accumulate quietly, year after year.
On this page
- What is included
- The legal requirement
- Annual Return (NAR1) and deadlines
- Significant Controllers Register
- Changes we file for you
- Fees
- Common questions
What is included
- Named company secretary appointment (a Hong Kong body corporate, as the Ordinance requires)
- Registered office address in Kowloon, with mail scanning and forwarding
- Annual Return (NAR1) preparation, signature collection and filing within the 42-day window
- Maintenance of statutory registers: members, directors, secretaries, charges
- Significant Controllers Register kept up to date and available for inspection
- Board and shareholder resolutions for routine corporate actions
- Reminders ahead of every statutory deadline
The legal requirement
Section 474 of the Companies Ordinance requires a company secretary who ordinarily resides in Hong Kong (if an individual) or has its registered office or place of business in Hong Kong (if a body corporate). A sole director of a private company cannot also act as the company secretary, and a body corporate whose sole director is the company's sole director is likewise disqualified.
Where a company fails to appoint a company secretary, the company and every responsible person commit an offence and are liable to a fine at level 6, with a further daily fine for a continuing offence.
Annual Return (NAR1) and deadlines
A private company must deliver Form NAR1 to the Companies Registry within 42 days after the anniversary of incorporation. The filing fee is HK$105 if delivered on time. Miss the window and the fee escalates sharply.
| Delivered within | Registration fee |
|---|---|
| 42 days after anniversary | HK$105 |
| More than 42 days but within 3 months | HK$870 |
| More than 3 months but within 6 months | HK$1,740 |
| More than 6 months but within 9 months | HK$2,610 |
| More than 9 months | HK$3,480 |
Late delivery is also an offence in its own right, separate from the higher fee. Read more in our full guide to the company secretary role.
Significant Controllers Register
Since 2018 every Hong Kong company (other than a listed company) must keep a Significant Controllers Register at its registered office or a prescribed place, identify its significant controllers, and designate a representative who can provide assistance to law enforcement on demand. We maintain the register and act as the designated representative.
Changes we file for you
- Appointment or resignation of directors and secretaries (Form ND2A / ND2B)
- Change of registered office (Form NR1)
- Change of company name (Form NNC2)
- Allotment of shares and transfers, including stamping
- Alteration of Articles of Association
- Change of financial year end
Fees
| Service | Fee |
|---|---|
| Annual Return (NAR1) preparation and filing | From HK$500 (plus HK$105 registry fee) |
| Named company secretary, per year | From HK$1,200 |
| Registered office address, per year | From HK$500 |
| Individual Companies Registry filings | From HK$300 each |
Bundled with accounting, audit and tax filing, the annual cost is lower — see our one-stop packages.
Common questions
Can I be my own company secretary?
Only if the company has more than one director, and you ordinarily reside in Hong Kong. A sole director may not hold both offices.
What if my annual return is already overdue?
File it as soon as possible — the fee is banded by how late you are, so every band you cross costs more. We can take over an overdue filing and bring the registers back in line.
Does a dormant company still need to file NAR1?
Yes, unless the company has passed a special resolution to become dormant under section 447 of the Ordinance and has filed it with the Registry.
Call 3687-1127 or contact us to take over your company secretary duties this month.