Must You Keep Records After a Hong Kong Company Is Dissolved?

The rules differ before and after dissolution.

• After dissolution (Companies Ordinance s.758). If a company is dissolved under Part 15 (deregistration or striking off) or under sections 226A, 227, 239 or 248 of the Companies (Winding Up and Miscellaneous Provisions) Ordinance, every person who was a director immediately before dissolution must make sure the company's books and papers are kept for at least 6 years after the date of dissolution. Breach is an offence with a level 3 fine (HK$10,000). It is a defence to show reasonable grounds to believe that a competent and reliable person had the duty and could discharge it. The duty does not cover records that another person must keep under the Ordinance or another law.
• Inland Revenue Ordinance (s.51C). The seven-year business-records duty does not apply to a corporation that has been dissolved, according to the IRD.
• Before dissolution. The company must preserve accounting records for 7 years after the end of the financial year to which the last entry relates (s.377). Directors who fail to take reasonable steps face a fine of HK$300,000.

Practical steps when closing a company:

1. Finalise the books, the last audited accounts and tax filings first. The IRD issues its notice of no objection to deregistration only when returns it has issued are submitted and no tax is outstanding.
2. Agree in writing which former director holds the records, where, and in what format.
3. Keep secure digital copies for at least 6 years from the dissolution date. Many owners keep seven years, to match the earlier duty.

This answer is general information, not legal advice.