How to Complete Form NAR1: Fields and Rejection Fixes

At a glance

The point most often misread: the return date follows the incorporation anniversary, not the financial year. A company incorporated on 15 March has a return date of 15 March every year, and 42 days means filing by around 26 April — nothing to do with your 31 December year end.

What exactly goes on NAR1?

The information falls into five groups.

Company identification. The company name must match the certificate of incorporation exactly, including the “Limited” suffix, plus the company number and the return date.

Registered office address. This is the registered address on file at the Companies Registry, not necessarily the office you work from day to day. It is the official address the government and the courts write to — get it wrong and you do not receive the letters.

Share capital structure. The number and class of issued shares, and the total amount paid up.

Directors, company secretary, shareholders. Directors’ names and identity document particulars, the company secretary’s particulars (a natural person or a body corporate), and the list of shareholders with their holdings.

Total outstanding charges. Whether the company has charged assets to borrow. If there are none, enter zero explicitly — do not leave it blank.

For the wider picture, see the annual return NAR1 guide.

The “company number” field — new one or old one?

This is the field most people have not kept up with. Since 27 December 2023 the Companies Registry has implemented phase 2 of the Unique Business Identifier (UBI): the business registration number issued by the IRD’s Business Registration Office (that is, the first 8 digits of the number on the business registration certificate) replaces the former “company registration number”.

In practice: take out the business registration certificate and use only the first 8 digits, without copying the branch/year groups that follow. And do not go back to the number on the old CI — tutorials written before December 2023 still use the old number, and copying them is wrong. On the difference between the two numbers, see BR number vs company registration number.

Where do the director, shareholder and secretary fields go wrong?

These fields are not hard to complete. The difficulty is matching what the Registry already holds.

Names must follow the legal documents. No abbreviations or informal names; where both Chinese and English names are registered, both have to match.

Identity document numbers get missed. In practice the main page shows only part of the number, and the full number goes on the continuation sheet (the personal particulars page) — leave it out and the form comes back.

Changes during the year must be reported first. If a director or secretary changed, or shares were transferred, each of those has its own form and its own deadline. Catching up on NAR1 does not count as having filed them. NAR1 reflects the position as at the return date only, and anything inconsistent with the Registry’s file draws a query.

Nature of business. The current form has a field for a business nature code, to be picked from the Registry’s code table — choose the closest one, and where the company does several things, the principal one. Picking the wrong category is a common rejection reason in practice, so check the notes that accompany the form before filling it in.

E-filing or paper?

E-file. On 27 December 2023 the Companies Registry launched its new core information system and e-Services portal, with 24-hour electronic submission and searches, and NAR1 goes through that platform. The benefit is more than convenience: the system flags field errors immediately, and a lot of slips get caught before you press “submit”.

The Registry also runs a free e-Reminder Service for Annual Returns: the reminder goes to your message box and registered email, and the hyperlink inside takes you straight to the e-Services portal to file.

Paper is still accepted, but if it goes missing you will not know, and a correction means another round of post — easily enough to eat the whole 42 days.

The form came back — how do you fix it?

The first thing is not to treat it as filed. A rejected form has not been successfully delivered, the 42 days keep running, and the day you resubmit the corrected form is what the fee is based on. The worst case: you filed on day 30, and by the time the correction goes in you are past day 42 and owe the higher registration fee.

The order is: read the rejection notice to see which field is at issue (in practice, most often the wrong company number, the wrong business nature code, or a missing identity document number); check the Registry’s file to establish whether the form is wrong or the file is out of date; correct it and switch to electronic filing, which catches the rest immediately.

If you are already past 42 days by the time it is corrected, the higher registration fee and prosecution risk come into play — see what to do when the annual return is late.

Rather not have to remember this every year?

NAR1 itself is not complicated. What goes wrong is usually that nobody is responsible for remembering the incorporation anniversary — realise two months later and you are already starting at HK$870.

AIcountant is a licensed Hong Kong TCSP, and our company secretary service covers checking the statutory particulars each year, completing NAR1 and filing it on time, with director changes, share transfers and address moves during the year followed through as well.

Want someone watching this deadline? Talk to us, or get started.

This is general information. NAR1’s fields, registration fees, filing methods and the code table are as published by the Companies Registry (cr.gov.hk); government fees are adjusted from time to time and the current official fee table governs. The common rejection situations described come from practical experience and are not official statistics. This does not constitute legal or tax advice; for individual situations, consult a professional.