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Hong Kong Company Registration

Updated on :  

08 min read.

South Asia’s export powerhouse is Hong Kong. Hong Kong has a global trading network stretching across the globe. Entrepreneurs and new investors benefit from Company Registration in Hong Kong.

Foreigners can own up to 100% of a company as a single shareholder or director. Thus, Hong Kong is known as the investors’ heaven. It is a global financial destination with a business-friendly administration ensuring a company’s success.

Benefits of Hong Kong Company Registration

  • Prime location with a highly productive, skilled and trained workforce
  • Political and economic stability
  • Business-friendly climate
  • Favourable tax policies and an efficient legal system
  • Hong Kong has signed bilateral trade deals with more than 30 nations for favourable treatment
  • Rigorous restrictions are in place to protect intellectual property
  • Foreigners can start a business by obtaining a work visa
  • World-class infrastructure facilities and transportation system
  • Investing in and out of Hong Kong is completely unrestricted
  • Hong Kong government and the private sector have set up various services and government schemes to assist in expanding and improving a company in all areas
  • Liberal immigration policy governs Hong Kong as about 170 territories and nations have visa-free entry to Hong Kong for stays ranging from seven to 180 days.
  • Strategically positioned as it is close to China, impacting on gaining entry to the Chinese marketplace

Types of Companies in Hong Kong

The following are the types of companies that an entrepreneur can choose to establish in Hong Kong:

Sole Proprietorship Company

A single owner can establish a sole proprietorship company in Hong Kong. The single owner is responsible for the losses or profits. The single owner and business entity are considered the same. The single owners must register with the Inland Revenue Department’s Business Registration Office.

Business Partnership 

Two or more persons can establish a business partnership, where they share the ownership of a single company. A minimum of two persons are required, and a maximum of twenty partners can join together to share profits. In a general partnership, all partners are accountable for the activities of other partners in a partnership. The partners can also form a limited partnership, in which the limited partners are solely liable for their initial investment, and the general partners are liable for the entire investment.

Private Limited Company

Public limited companies are companies in which the general public can purchase debt obligations or stocks. The number of shareholders can exceed 50 in a public limited company in Hong Kong. Usually, these companies are listed on the stock market in Hong Kong.

Public Limited Company

Public limited companies are companies in which the general public can purchase debt obligations or stocks. The number of shareholders can be exceed 50 in a public limited company in Hong Kong. Usually, these companies are listed on a stock market in Hong Kong.

Branch Office

One of the best ways for a foreign firm to establish a presence in Hong Kong is to open a branch office. Branch offices are legal entities registered with the Company Registry in Hong Kong. The parent firm is responsible for the liabilities and obligations of a branch office. However, it is different from a subsidiary. In Hong Kong, the branch of a foreign company can conduct business and profit from it.

Prerequisites for Company Registration in Hong Kong

Choose a Unique Name

The entrepreneurs wishing to establish a company in Hong Kong must first select a company name. The company name must be unique and not similar to an existing company name. The entrepreneur can conduct a name search free of charge through Hong Kong’s Cyber Search Centre, Company Search Mobile Service, or the Public Search Centre on Queensway Government Offices.

Before choosing a company name, they must also check the ‘Guidelines on Registration of Company Names for Hong Kong Companies’ and select the appropriate name.

Minimum Share Capital

There is no requirement for minimum share capital in Hong Kong. However, there is a standard policy for companies to have at least one shareholder, who should have at least one ordinary share of the company. The share capital is not confined to the Hong Kong dollar and can be represented in any major currency.

Directors 

In Hong Kong, a company must have at least one director of any nationality. Anyone above 18 years, even when they are not a Hong Kong citizen, is eligible to be a director. The director and the shareholder can be the same person. A private company in Hong Kong should have at least one director who is a natural person. A public company incorporated in Hong Kong should have at least two directors, and all directors should be natural persons. A company should have a minimum of one shareholder.

Company Secretary

All companies established in Hong Kong must have a company secretary. A company secretary can be a natural person or a body corporate. When a company secretary is a natural person, they must ordinarily reside in Hong Kong. When the company secretary is a body corporate, the address of its principal or registered office should be in Hong Kong. The company secretary ensures that the company adheres to all applicable laws and regulations. When a foreign resident wishes to incorporate a company in Hong Kong, a resident of Hong Kong must be nominated as a company representative.

Local Address

A company must have a local registered office address in Hong Kong. The address of the company’s registered office should be stated in the registration application. All the important communication related to the business operations will be sent to this address. The registered address cannot be a PO box and must be a physical address.

Hong Kong Registry

HK Company Registry provides services for registering or incorporating limited partnerships, companies, limited partnership funds, trust companies, open-ended fund companies and registered trustees corporations. It also registers all required documentation by various Ordinances governing companies and other entities. The Hong Kong Corporate Registry or the Hong Kong Commercial Register administers and enforces most parts of the company’s Ordinances.

The HK Company Registry’s website provides for online registration of local and non-Hong Kong companies and statutory returns. It facilities the public for obtaining and inspecting company information kept in the Companies Register. 

Laws in Hong Kong mandate that all company shareholders, directors, and company secretary information should be made available to the public and all interested parties. Thus, the details of a company are made available to the public as soon as it gets the Hong Kong company registration certificate.

Hong Kong Company Registration Process

Following is the process of registering a company in Hong Kong:

Select the Type of Company

The first step is to choose the type of company. The company type will decide the benefits, taxation, and registration procedure. Entrepreneurs must choose the type of company that best suits their purposes, business goals and requirements. When a foreigner wants to establish a company in Hong Kong without being physically present, they must choose a private limited company structure.

Select the Company Name

The company name that is similar to a name recorded in the index of company names maintained by the Registrar of Companies will be rejected. A company name that may infringe a third party’s intellectual property rights should not be adopted. The company must have the business-related suffix attached to its name. For example, the term ‘Limited’ must be the last word in the name of a private limited company.

File the Registration Application

The entrepreneurs should deliver the following documents with the correct fees electronically through e-Registry, ‘CR eFiling’ mobile application or in hard copy to the Shroff of the Queensway Government Offices for registering the company:

  • Incorporation form 
  • Copy of the company’s articles of association
  • Notice to the business registration office

When the registration application is approved, the entrepreneurs can download the Certificate of Incorporation and the Business Registration Certificate. The certificates will be issued in hard copy or electronic form, depending on the mode of delivery of the applications. The certificates issued in electronic form and hard copy have the same legal effect.

Apply for Business License

Many business operations in Hong Kong can be carried out without restriction. However, some companies must obtain a business licence before carrying out business operations. Entrepreneurs can visit the website of the Trade and Industry Department for information on other permits, licences, approvals and certificates relevant to export and import operations and other business operations in Hong Kong.

Open Bank Account

A corporate bank account in Hong Kong is essential to carry out the company’s financial transactions. To open a company’s bank account, the entrepreneurs must submit the required proofs to the bank, which show that the company is legally incorporated. The proof of business, incorporation certificate and application for a corporate account have to be submitted to the bank.

Documents Required for Hong Kong Company Registration

  • Articles of Association providing the details of the operation of the company
  • Copy of passport and residential proof, in the case of non-resident shareholders and directors
  • Copy of Hong Kong ID card and residential proof, in case of resident shareholders and directors

Disclaimer: The materials provided herein are solely for information purposes. No attorney-client relationship is created when you access or use the site or the materials. The information presented on this site does not constitute legal or professional advice. It should not be relied upon for such purposes or used as a substitute for legal advice from an attorney licensed in your state.

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