A Hong Kong limited company can be deregistered in accordance with S291AA of the Hong Kong Companies Ordinance if the Company have not commenced its business or the business has been closed three months before the application of the deregistration; and the Company does not have any outstanding liabilities. If the Company still have any outstanding liabilities, application for deregistration can go on if the outstanding liabilities have been settled by its holding company, related company, director, or shareholder; or the creditors have waived their claims.
We provide comprehensive services on company deregistration including drafting company’s minutes and respective forms and documents, minutes, application for a notice of no objection for de-registration and filing the application for the company de-registration to Company Registry.
We provide liquidation service which act as the liquidator for the company and the creditors and our experience can help customers to reduce their unnecessary cost and time wasted on studying the winding-up procedures.
Members’ Voluntary Winding-Up Service
Companies can apply winding-up by its members only if it is solvent (it can settle all of its debts in full). If company dissolve in this way, the directors of the company has to issue a certificate of solvency with signed by a majority of directors (if more than two directors). Also, directors have to convent an extraordinary general meeting to passing the resolution for members’ voluntary winding-up, appointing liquidator(s), and to grant liquidator(s) the power to distribute the assets of the company in cash or in “specie”.
Creditors’ Voluntary Winding-Up Service
Company winding-up in this way will be more expensive and complicated and normally it will apply to company which is insolvent. First of all, a statement of affairs (a list of creditors and estimate of their claims) has to be prepared by the company. Then directors have to convent an extraordinary general meeting to passing the special resolution for the winding-up and appointing liquidator(s). At the same day, another meeting will be convened by creditors to consider the execution of the statement of affairs and appointing liquidator(s). Where different liquidators have been appointed by the creditors and members, then the creditors’ choice shall be taken.
We will provide our best quotation based on the company’s situation and the scope of services required.