#Company Secretary, #NAR1, #Annual Return
How to fill out the 2026 New Annual Return (NAR1)? The transition period for the Annual Return (NAR1) ended as early as June 27, 2024, and all companies must now use the new form. This article provides a step-by-step guide for the 2026 NAR1 form. In addition to learning about replacing the Company Number with the first 8 digits of the Business Registration Number (Unique Business Identifier), it also includes the Business Nature Code and Description List and the 7 key differences in the NAR1 form.
Further Reading: [Annual Return Fines] Why do you have to go to court for late NAR1 filing? (Includes common errors and correct filing methods)
What is an Annual Return?
The Annual Return (NAR1) is a return in a format specified by the Registrar of Companies. It sets out the latest structural information of the company as of the return’s made-up date, including: company name, business registration number, share capital structure, registered office address, and details of directors and shareholders.
Annual Return Deadline
The deadlines for filing the NAR1 vary for different types of Hong Kong companies:
1. Hong Kong private companies limited by shares
Within 42 days after each anniversary of the company’s incorporation. For example, if a company was registered on November 1, 2024, the deadline for the first Annual Return is December 13, 2025; the deadline for the second Annual Return is December 13, 2026, and so on.
2. Registered non-Hong Kong companies
Within 42 days after each anniversary of the date of registration under the Companies Ordinance.
3. Companies limited by guarantee
Within 9 months after the end of the accounting reference period.
4. Extension of Annual Return deadline
If the deadline for the Annual Return falls on a Sunday, public holiday, gale warning day, or black rainstorm warning day, the deadline may be extended by one day. However, if it falls on a Saturday, it cannot be extended. You will need to submit the AR one day early or visit the Companies Registry in person to place the Annual Return and cheque in the drop-in box.
More details: Deadline Calculator for Delivery of Annual Returns
Why is the NAR1 important?
The NAR1 has a wide range of uses, and a company’s structure and information may change every year, such as share transfers, changes in director details, or the registered office address. The Annual Return serves as an overview of the limited company’s information after each anniversary of its incorporation.
Furthermore, submitted NAR1 forms are recorded on the Companies Registry’s electronic services website and are available for download by authorized persons as needed.
Therefore, company officers must take the importance of correctly filing the Annual Return seriously. If you lack professional knowledge, it is recommended to appoint a licensed company secretarial firm to handle it.
Uses of the NAR1 Annual Return
The Annual Return contains all the latest information of a limited company as of its incorporation anniversary, acting like an annual health check report. Various institutions and interested parties can review the status of a limited company (company information) through the latest Annual Return. For example, investors may perform due diligence on the latest directors and shareholders or check the company’s latest share capital and shareholding ratios. Below are common uses of the Annual Return:
1. Company Transfer
When investors make major decisions such as acquiring a company, restructuring, or injecting capital, investment institutions will review the limited company’s shareholding structure and information. Additionally, stamping for company share transfers requires the Annual Return to calculate stamp duty.
2. Company Secretarial Firms
When a limited company wishes to change its company secretary or open a company in the company’s name, it must provide the latest Annual Return to the secretarial firm for due diligence.
3. Opening a Bank Account
Before opening a company account, banks must perform KYC (Know Your Customer) to clearly understand the company’s latest status.
4. Bank Due Diligence
Banks will periodically request customers to provide Annual Returns for due diligence based on risk assessments. Failure to cooperate or provide relevant documents may result in the company bank account being frozen.
5. Professional Institutions
According to anti-money laundering regulations, professional institutions such as practicing accountants or lawyers must perform due diligence on a company before accepting a client’s appointment.
6. Company Audit
The directors’ report within an audit report must state the details of director appointments/resignations during the limited company’s audit year-end. Auditors will verify this information based on the NAR1 Annual Return.
7. Loan Application
If a company needs to apply for a loan, banks or financial institutions will require the NAR1 to verify the company’s structure and information.
8. Asset Purchase
When using a limited company to purchase property or vehicles, the Annual Return must be provided to prove the details of the company’s directors and shareholders.
9. Property Transactions and Leasing
Whether renting an office, leasing out company property, or buying/selling property through a limited company, property agents, developers, or brokers must clearly identify the company’s ultimate beneficial owners to draft the lease or sale agreement.
Further Reading: [Buying Property via Shell Company] Ready-made company property transaction process (Common bank mortgage questions)
10. License Application
For example, a travel agency license requires the submission of an Annual Return to prove that the company’s share capital exceeds HK$500,000.
NAR1 Business Nature Code and Description List
As of December 27, 2023, the Companies Registry updated the English List of Code and Description of Business Nature. The new business nature form adds more descriptions for the business operations of each industry.
1. Find the most suitable primary business nature code for your company based on the General Classification of Business Nature.
2. Select the appropriate business nature description according to the Business Nature Code and Description List.
You can directly download the latest Business Nature Code and Description List via the link below.
Business Nature Code
Taking General Accounting as an example: for accounting services, according to the General Classification of Business Nature, the business nature code information is as follows:
- Business Nature Classification is “M”; Business Nature Code is “069-075”; Major Business Nature Category: Professional, Scientific and Technical Activities.
- According to the Business Nature Code and Description List, the business nature description for code “069” is “Legal and accounting activities”.
- Select the appropriate business nature description: “Accounting”.
7 Key Differences in the NAR1 Form:
1. Business Registration Number
The first 8 digits of the Business Registration Number (BR number) must be filled in at the top right corner of every page of the NAR1 form, replacing the previous Company Number (CI number).
Further Reading: Companies Registry Forms Guide
2. Reporting Nature of Business Operation
Point 3 of the NAR1 form: A new “Nature of Business Operation” section has been added. The Companies Registry has defined 99 types of business nature. Companies must report the relevant business nature code and description based on the Business Nature Code and Description List. If a company has more than one business, only the primary business nature needs to be reported.
3. Registered Office Address in Hong Kong
Point 6 of the NAR1 form: The registered office address in Hong Kong must be reported following the new specified format.
Further Reading: [Company Registered Address] Can a public housing address be used as a registered address? Includes change of company address form and process
4. Hong Kong Contact Telephone Number
Point 8 of the AR form: A new “Hong Kong Contact Telephone Number” section has been added. A Hong Kong company contact number must be reported, which must be a local number with the +852 prefix. Phone numbers from other regions cannot be used. If the contact number changes, form NR1 must be submitted to notify the Companies Registry.
5. Trust or Company Service Provider License Number
Point 12 of the NAR1 form: A new “Trust or Company Service Provider License” section has been added. The company secretary, whether a natural person or a Hong Kong limited company, must provide a Trust or Company Service Provider license number. If it cannot be provided, the reason for not requiring a license must be explained.
Further Reading: Company Secretary License, Qualifications, Legal Liabilities, and Duties
6. Details of Company Members listed on CD-ROM or DVD-ROM attached to this form
Point 14 of the NAR1 form: You can choose to record the details of members of a company with share capital using an Excel spreadsheet prepared by the Companies Registry. Place the Excel file on a disc and submit it along with the “NAR1 form”.
7. Company Records
Point 15 of the Annual Return: Specifies the address where company records are kept. If there is insufficient space, Continuation Sheet E can be used instead of the original Continuation Sheet D.
Important Notes for 2026 NAR1 Annual Return
Recently, we have received many inquiries from new clients whose Annual Returns were returned by the Companies Registry. Besides incorrect information, a major reason is that the CR requires the use of the new NAR1 form starting from June 27, 2024. However, some clients simply changed the date on the previous year’s Annual Return (changing 2025 to 2026), resulting in the return being rejected.
Therefore, in 2026, everyone must download the latest version of the Annual Return and re-enter the information according to the “NAR1 Guide” above before delivering it to the Companies Registry.
2026 NAR1 Word Annual Return Download
On the Companies Registry’s new website https://www.e-services.cr.gov.hk (referred to as e-services.cr), some links may not be functional. You can use the link below to directly download the Annual Return NAR1 Word file.
NAR1 Frequently Asked Questions
Q: How do I fill in the Nature of Business?
A: Select the most suitable primary business nature code for your company from the 99 types of company business nature and descriptions in the Business Nature Code and Description List.
**Key Point: The business nature code must match the business nature description.
Q: Who can sign the Annual Return?
A: Company directors and the company secretary can sign the NAR1.
Q: Can the NAR1 form be submitted by mail?
A: Yes. Mail the completed NAR1 form along with a cheque for HK$105 made payable to the "Registrar of Companies" to the Companies Registry.
Address: 14th Floor, Queensway Government Offices, 66 Queensway, Hong Kong
Note: Allow at least 3-5 working days for mailing time and include a return address.
Conclusion
Summarizing the uses and 2026 guide for the NAR1 Annual Return above, the key is to distinguish the 7 major differences between the old and new Annual Returns, especially understanding the limited company’s business nature and reporting the correct primary business nature according to the Business Nature Code and Description List.
Furthermore, ensure that you have downloaded the latest “NAR1 Annual Return”. Most importantly, do not simply change the date on an old version of the NAR1 form to 2026 to avoid the return being rejected.
Be aware of the 7 key points for the new NAR1 form, such as filling in the Business Registration Number, Hong Kong contact number, providing company records, and the Trust or Company Service Provider license, to avoid rejection. It is recommended to use the latest form and refer to professional guidelines.
Further reading:
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