Incorporating a Business in Hong Kong

Posted By: e February 17, 2016

Sourced from: http://www.investhk.gov.hk/setting-up-your-business/company-name-and-structure.html

 

There’s a reason so many global businesses incorporate in Hong Kong. It’s just so easy. Here are the steps you need to take to get your business set up in Hong Kong.

Limited Company is the most commonly-used company type. This is a company which is incorporated in Hong Kong, which means that the owner can take advantage of all the tax benefits and concessions available to any fully incorporated business, including the Closer Economic Partnership Arrangement (CEPA), a free trade agreement with Mainland China.

Branch Office of Parent Company. If a company incorporated outside Hong Kong establishes a place of business in Hong Kong, it must register with the Companies Registry as a ‘Registered Non-Hong Kong Company’ within one month of establishment. Unlike a subsidiary limited company, a branch office is not a separate legal entity from the parent and can leverage funds off the credit rating of its owner.

Representative Offices cannot engage in profit-making activities and can only fulfill limited functions. They are useful if a company wishes to explore the Hong Kong market before making a larger investment. If the company decides to enter into a transaction which creates a legal obligation, it must change the business to a limited company or branch office.

Company names

For limited companies incorporated in Hong Kong, the company name must not be the same as a name appearing in the index of company names kept by the Registrar of Companies. You may conduct a company name search free of charge through theCompanies Registry’s Cyber Search Centre or the Company Search Mobile Service.

Company structure

Most of the limited companies incorporated in Hong Kong are private companies limited by shares.

A private limited company in Hong Kong requires at least one director who is a natural person and one company secretary. If the company has one director only, the sole director cannot be the company secretary of the company at the same time. If the company secretary is a natural person, he/she should ordinarily reside in Hong Kong. If the company secretary is a body corporate, its registered office or place of business should be in Hong Kong. A non-Hong Kong resident can be appointed as a director.

The registered office of the company must be situated in Hong Kong.

There is no requirement for shareholders to be Hong Kong residents. The sole shareholder can be a director of the company.

Register a business in Hong Kong

You need to register your business with the Business Registration Office of the Inland Revenue Department. You must register within one month of starting business.

Once you have registered your business, you must display your Business Registration Certificate at your place of business.

One stop company incorporation and business registration

To simplify the process of setting up a limited company in Hong Kong, your application for company incorporation includes a simultaneous application for business registration. Apart from the incorporation documents, you must also deliver the following to the Companies Registry when you make your application for company incorporation:

  • A Notice to Business Registration Office (IRBR1)
  • Business registration fee: HK$2,000 for a one-year certificate; HK$5,200 for a three-year certificate
  • Levy to the Protection of Wages on Insolvency Fund: HK$250 for a one-year certificate; HK$750 for a three-year certificate

*There might be some concessions from time to time, please refer to the business registration fee and levy table  for the current charge.

Processing Times

If you submit your application for business registration in paper form, your business registration certificate will be issued in 30 minutes over the counter, or in two working days by post.

Business registration certificate applied under the one-stop company incorporation and business registration service will be issued together with the Certificate of Incorporation by the Companies Registry, normally within one hour for online applications or four working days for applications delivered in hard copy form.