How to Smoothly Deregister a Hong Kong Company in Shantou? A Complete Guide!

How to Smoothly Deregister a Hong Kong Company in Shantou A Comprehensive Guide

In recent years, with the continuous changes in the global economic environment and the ongoing optimization of the business climate on the mainland, more and more companies originally registered in Hong Kong have begun to reassess their development strategies. Particularly among businesses that have established actual operations in Shantou, some have decided to deregister their Hong Kong entities due to business adjustments, market shifts, or rising compliance costs. According to data from 2025, the number of overseas companies applying for deregistration nationwide increased by approximately 18% year-on-year in the first quarter alone, with the Pearl River Delta region being the most concentrated area.

As a key economic hub in eastern Guangdong, many entrepreneurs in Shantou have a strong need for clear and reliable information on how to legally and efficiently complete the deregistration of a Hong Kong company. This article aims to provide a detailed step-by-step guide for business owners in Shantou, covering procedures, document preparation, and key considerations to help you complete the process smoothly.

1. Understanding Eligibility and Applicable Scenarios

Before deciding to deregister, companies must first confirm whether they meet the eligibility criteria. Typically, the following situations qualify for voluntary deregistration

1. The company has never conducted business or has ceased operations for more than three months;

2. There are no outstanding debts or liabilities;

3. All shareholders agree to the deregistration without dispute;

4. The company is not involved in any legal proceedings or regulatory investigations.

If the company does not meet these conditions, it may need to go through a formal liquidation process rather than applying for direct deregistration. It is advisable to consult a professional advisor or legal expert before proceeding to ensure the correct procedure is followed.

2. Step-by-Step Deregistration Process

Step 1 Internal Resolution and Document Preparation

Hold a shareholders’ or board meeting to pass a written resolution to proceed with deregistration;

Prepare key documents including the Certificate of Incorporation, Business Registration Certificate, Articles of Association, and Shareholder Register;

Ensure all tax filings are up to date, including profits tax and salaries tax;

If the company has a bank account, close it and obtain a bank clearance certificate.

Step 2 Submit Deregistration Application to the Companies Registry CR

A company director or authorized representative submits Form NDR1 for non-liquidation deregistration along with a copy of the shareholders’ resolution to the Companies Registry;

This step typically takes around 5 working days. Upon approval, the Registry will publish a deregistration notice.

Step 3 Gazette Publication and Final Dissolution

The company must publish two notices in the Hong Kong Gazette;

After the first publication, there is a mandatory waiting period of at least three months, during which any objections can be raised;

If no objections are received, the Companies Registry will issue a formal notice of deregistration, and the company will be officially dissolved.

The entire process usually takes between 4 to 6 months, depending on the completeness of the submitted documents and whether any third-party objections arise.

3. Practical Recommendations for Shantou-Based Businesses

For companies based in Shantou but registered in Hong Kong, while the deregistration process is primarily managed by Hong Kong authorities, the following considerations are essential

1. Cross-Border Coordination

Due to differences in legal systems, it is advisable to engage a professional service provider familiar with both Hong Kong and mainland regulations to avoid delays caused by language barriers or unfamiliarity with procedures.

2. Prioritize Tax Clearance

Tax compliance is critical during deregistration. Ensure all taxes in Shantou-including value-added tax and corporate income tax-are fully declared and paid, and obtain official tax clearance certificates.

3. Employee Termination and Social Security

If the company has employed staff in Shantou, terminate employment contracts in accordance with local labor laws, pay any required severance, and settle related social insurance and housing fund obligations.

4. Handling Intellectual Property and Assets

If the company owns trademarks, patents, or other intangible assets, decide in advance whether to transfer or abandon them to avoid complications in the deregistration process.

4. Frequently Asked Questions

Q1 Can the company sign new contracts during the deregistration process?

A Once the deregistration process begins, the company is considered non-operational and should not enter into new contracts or conduct business activities. Doing so may result in legal liability.

Q2 Can a company that has been inactive for many years still be deregistered?

A If the company has been dormant for a long time and the original directors cannot be contacted, it may be necessary to apply to the court for compulsory winding-up. This is a more complex process and professional assistance is highly recommended.

Q3 Is it necessary to retain financial records after deregistration?

A Under Hong Kong law, even after a company is deregistered, its financial records and related documents must be retained for at least 7 years for potential audit or inquiry purposes.

5. Conclusion

With evolving business environments, corporate restructuring has become increasingly common. For companies operating in Shantou but registered in Hong Kong, timely deregistration of inactive entities is not only a way to optimize resource allocation but also a crucial step in mitigating potential legal and financial risks.

We hope this guide provides you with a clear and practical roadmap for completing the deregistration of your Hong Kong company. If you have further questions or require assistance with specific procedures, consider contacting a professional accounting or legal firm with cross-border experience to ensure compliance and efficiency.