The New Re-domiciliation Regime in Hong Kong: Effective May 23, 2025
Hong Kong is esteemed for its conducive business environment, bolstered by a strong commitment to the rule of law. The region’s transparent corporate governance framework, simplified taxation system, and exceptional professional services have positioned it as a premier international hub for companies aiming to establish headquarters and regional offices. This strategic location enables businesses to expand their reach into Hong Kong, the Mainland, and the thriving economies across Asia and beyond.
To further solidify Hong Kong’s role as a global business and financial center, the Government has introduced a new company re-domiciliation regime, effective from 23 May 2025, under the Companies (Amendment) (No. 2) Ordinance 2025 (the “Amendment Ordinance”). This initiative offers a streamlined, accessible, and cost-effective pathway for non-Hong Kong corporations to relocate to Hong Kong while preserving their legal identity and ensuring continuous business operations.
The main features of the re-domiciliation regime are outlined as follows:
- Streamlined Process: The regime provides a straightforward and cost-effective avenue for non-Hong Kong corporations to re-domicile in Hong Kong.
- Inward Focus: This regime exclusively facilitates the re-domiciliation of non-Hong Kong corporations to Hong Kong, without permitting reverse re-domiciliation.
- Applicable Entities: The regime is open to non-Hong Kong corporations that are comparable to the following four types of companies permitted under the Companies Ordinance (CO):
- Public companies limited by shares;
- Private companies limited by shares;
- Public unlimited companies with share capital; and
- Private unlimited companies with share capital
- Legal Continuity: Re-domiciliation does not result in the creation of a new legal entity. It ensures the continuity of the company’s business operations and maintains all existing property, rights, obligations, liabilities, and contractual and legal processes.
- No Economic Substance Test: There is no requirement for an economic substance test for non-Hong Kong corporations seeking to re-domicile to Hong Kong.
This new regime represents a significant opportunity for global businesses looking to leverage Hong Kong’s favorable business landscape and enhance their operational footprint in the region.
