Hong Kong
Incorporation Service
Company Registration in Hong Kong
Are you considering registering or establishing a company in Hong Kong? This service page equips you with effective strategies for the incorporation of companies in Hong Kong.
Hong Kong boasts a vibrant economy and has recently emerged as a highly desirable investment hub for contemporary global startups. With its reputation as an appealing tourist destination and a haven for shoppers, Hong Kong stands as an ideal choice for establishing a Private Limited Company. The country’s GDP is on a steady rise, indicative of a thriving business landscape.
Compelling Reasons for Launching Your Business in Hong Kong
Situated strategically within Asia, Hong Kong emerges as a significant location for establishing a private limited company. Its advantageous proximity to China, the world’s most densely populated country, offers unparalleled access to a vast market and amplified business prospects. Favorable taxation policies, government initiatives, and robust private rights protection stand out as pivotal factors driving business incorporation in Hong Kong.
Furthermore, initiating a business in Hong Kong proves to be both uncomplicated and streamlined. The prerequisites for company setup are straightforward, and the registration process can be swiftly completed online within a span of 24 hours. Hong Kong holds the distinction of being one of the globe’s most open markets, accommodating a diverse range of legal business endeavors.
How to Establish a Private Limited Company in Hong Kong
The process of incorporating a private limited company in Hong Kong is relatively straightforward but may consume some time. Any individual, whether local or foreign, who is above 18 years of age, can initiate the formation of a company in Hong Kong.
Are you considering the registration of a company in Hong Kong? Whether you are a local entrepreneur or a foreign investor aiming to formalize your business, it is highly recommended to engage the services of professional firms well-versed in the regulations that govern the establishment of a private limited company in Hong Kong.
Outlined below are the essential steps and prerequisites for initiating a company in Hong Kong:
Step #1: Choose a Company Name
Before embarking on the company incorporation process in Hong Kong, it’s imperative to opt for a distinctive company name and ensure its availability.
Certain terms and phrases necessitate the approval of relevant authorities, such as the Chief Executive, before they can be used in a company name. Examples include terms like Chamber of Commerce, Trust, Savings, etc.
Step #2: Define the Company Structure
Similar to establishing any company, you will need to assemble a team of directors, shareholders, and a company secretary.
To initiate the setup of a private limited company in Hong Kong, entrepreneurs are required to adhere to the following stipulations pertaining to a business entity:
| a) | Director |
Minimum of one director (Accept Corporate body but min. 1 any nationality natural person who at least 18-year-old) |
| b) | Shareholder |
Minimum of one shareholder (min. 1 any nationality natural person who at least 18-year-old but max. 50 people*Significant Controller who holds 25% share) |
| c) | Shares & Capital |
min. 1 share, HK$1 paid-up share capital |
| d) | Company Secretary |
H.K. resident or H.K. Corporate body (**TCSP) |
| e) | Registered Office Address |
Must have a local registered office address in Hong Kong In case you have not decided to set up a physical office in Hong Kong yet, PREMIA TNC is able to register the Company under our local office address. You may choose to change the local registered office address in the future. |
*SCR: the Significant Controller who majority directly or indirectly hold more than 25% issued shares or voting rights of company or has a right to exercise, or actually exercises, significant influence or control over the company
** TCSP: Trust or Company Service Provider License
Step #3: Proceed to Establish a Company in Hong Kong
To establish a private limited company in Hong Kong, you are required to submit the following documentation:
- A duplicate of the company’s articles of association.
- A completely filled incorporation form indicating the company’s name, registered address, particulars of shareholders, company secretary, directors, and initial shareholder capital.
Step #4: Open a Corporate Bank Account
Upon successful company registration, it might be necessary to initiate the opening of a corporate bank account in Hong Kong. The subsequent documents will likely be essential during this process:
- Duly completed account application forms.
- Documents related to company registration.
- Copies of passports and evidence of address for each company member.
- Bank statements for each member or affiliated corporation(s).
- Bank reference letters for each member.
- Evidence of business activities, such as contracts, invoices, and other pertinent company documents.
Key Summary
Embarking on the journey of launching a business in Hong Kong can be intricate and time-intensive. Nonetheless, leveraging the expertise of a professional corporate establishment services provider can streamline the process of establishing a private limited company with ease.
Premia TNC has a proven track record of assisting numerous local and international entrepreneurs in the incorporation and registration of their businesses across Hong Kong, Singapore, Taiwan, Vietnam, Malaysia, and Korea. Our proficient specialists will navigate the intricacies of business incorporation and provide exceptional corporate management services.
Types of Companies in Hong Kong
Sole Proprietorship
A sole proprietorship is particularly suited for micro-scale enterprises managed by a single individual, such as a convenience store.
Advantages of Sole Proprietorship
Easy Establishment
The sole requirement is to acquire a business license from the Business Registration Office. Individuals engaged in business must complete this application within one month of business commencement.
Profits Retention
Sole proprietors retain all business profits without the need to share with others. This serves as a strong motivation for the proprietor to put in dedicated effort.
Favorable Taxation
Sole proprietorships enjoy a lower profits tax rate, ranging from 7.5% to 15%, which is notably lower than that of limited companies.
Disadvantages of Sole Proprietorship
Limited Financing Options
Obtaining additional funding can pose challenges for sole proprietors. If initial capital isn’t sufficient, careful financial management is essential to prevent liquidity issues during business operations.
Personal Liability Without Bounds
The sole proprietor assumes unlimited liability for the business. This exposes them to substantial risk, as all losses stemming from the business fall on their shoulders.
Psychological and Financial Stress
In times of declining business performance, the sole proprietor bears the brunt of all losses. This situation can lead to considerable psychological and financial strain.
Procedure for Establishing a Sole Proprietorship
Setting up a sole proprietorship in Hong Kong is a straightforward process.
The primary requirement for Hong Kong sole proprietorships is to register their business with the relevant authorities and acquire a Business Registration Certificate. This registration should be completed within one month from the business’s commencement date.
The business registration number present on the Business Registration Certificate serves as the unique identifier for the sole proprietorship when filing profits tax.
To initiate the registration of a sole proprietorship business in Hong Kong, the subsequent documents/information are necessary:
- A duly completed application form, including the proposed business name and commencement date.
- A copy of the Hong Kong ID of the sole proprietor.
Partnership
This business arrangement enables two or more individuals to collectively engage in a profit-oriented venture.
In Hong Kong, there exist two primary types of Partnerships, regulated by the Partnership Ordinance (Cap. 38).
General Partnership
- In a general partnership, all partners assume the role of general partners, and they bear unrestricted liability for the partnership’s obligations.
Limited Liability Partnership
- A limited liability partnership in Hong Kong involves a combination of general and limited partners. Limited partners are excluded from active management participation. Nonetheless, a minimum of one general partner is mandatory, possessing unlimited liability. This individual is accountable for both the partnership’s financial obligations and daily operational management.
Nonetheless, a minimum of one general partner is mandatory, possessing unlimited liability. This individual is accountable for both the partnership’s financial obligations and daily operational management.
This structure is frequently adopted by professionals, including legal firms or small-scale businesses. The partnership can have a maximum of 20 partners, unless it involves professionals such as solicitors, accountants, stockbrokers, or other vocations and businesses sanctioned by the Chief Executive in Council.
Process of Establishing a Partnership
When conducting business based on a partnership agreement or deed, it’s necessary to register with the relevant authorities, such as the Business Registration Office of Inland Revenue Department of Hong Kong, within one month from the business’s initiation.
After successfully registering your business, it’s essential to prominently display your Business Registration Certificate at your business premises.
To initiate the registration of a partnership business in Hong Kong, the subsequent documents/information are necessary:
- Duly filled application form, incorporating the suggested business name and commencement date.
- A copy of Hong Kong ID.
Private Limited Company: Company Limited by Shares
A private company limited by shares is the prevailing form of company establishment governed by the Companies Ordinance of Hong Kong. Shareholders of a “Company Limited by Shares” are liable to the company’s creditors only up to the initially invested capital, ensuring limited liability.
Process for Establishing a Company Limited by Shares
Regarding company registration or incorporation, there’s no requirement for you to travel to Hong Kong. We can compile and transmit the necessary documents to you through email and handle the necessary filing processes on your behalf.
Tailor-Made Company:
E-registration (Online Submission)
- Your chosen company name will be used for the incorporation, and we can secure the Certificate of Incorporation and Business Registration Certificate within 2 to 3 hours, subject to the following conditions:
- The intended company will be established with an Individual Director & Shareholder.
- Obtain Notarized Certified True Copies of Original & Valid Identification Documents for the Director & Shareholder from a Notary Public in your country, or Obtain Certified True Copies from a Hong Kong Certified Practicing Accountant or Lawyer.
Traditional Way (Paper Submission)
- Your preferred company name will be employed for the incorporation, and the incorporation procedure typically requires 6 working days for the issuance of the Certificate of Incorporation.
Ready-Made Company or Shelf Company
If you haven’t decided on a specific company name, you have the option to select from a list of shelf companies and immediately put it into use. This entire process can be completed within 2 to 3 days.
Public Limited Company
A Hong Kong Public Limited Company, structured with limited shares, enables the following:
- Issue shares, along with debentures, to the general public.
- Accommodate over 50 shareholders, with maximum limitations.
- Permit unrestricted transfer of its shares.
Advantages of Public Limited Company
Simplified capital raising
- Enhanced capacity to attract investors and raise capital, particularly in contrast to private limited companies, partnerships, or sole proprietorships.
- In the event of the company’s listing, a broader range of strategies becomes available for capital generation within the stock market.
Promising Prospectus
- Participating in the IPO procedure and becoming listed on The Stock Exchange of Hong Kong Limited (HKSE)‘s Mainboard or GEM board is a voluntary choice.
- Firms listed on the Hong Kong Stock Exchange (HKSE) operate under the regulations outlined in the Rules Governing the Listing of Securities on the HKSE (Listing Rules) and the Codes on Takeovers and Mergers and Share Buy-backs.
Drawbacks of a Public Limited Company
Enhanced supervision of Rules and Regulations
- Public Limited Companies in Hong Kong raise capital from the general public, consequently making them subject to more stringent rules and regulations.
Elevated standards of transparency necessary
- Public Limited Companies in Hong Kong are obligated to annually disclose their financial information.
Process of Establishing a Public Limited Company
The corporation will be formed using your chosen name and the subsequent documents will be necessary from all pertinent parties:
- Obtain Notarized Certified True Copies of Original and Valid Identification Documents of the Director and Shareholder through a Notary Public in your jurisdiction; or
- Obtain Certified True Copies from a Hong Kong Certified Practicing Accountant/ Lawyer (If you can meet with us directly, PREMIA TNC can offer this service).
We are available to support you in gaining a deeper comprehension of the prerequisites and process involved in establishing this form of company. Don’t hesitate to engage in a discussion with our specialist.
Branch Office
A foreign-incorporated company that sets up a business in Hong Kong is required to register as a “Registered Non-Hong Kong Company” according to the regulations outlined in Part 16 of the Companies Ordinance (Cap. 622). This registration must be completed within 1 month of establishment, and it’s recommended to initiate the application prior to commencing operations.
Documents needed for registration as a "Registered Non-Hong Kong Company" include:
- An attested copy of the company’s Memorandum and Articles of Association (or equivalent charter/statutes).
- A completed “Application for Registration as Registered Non-Hong Kong Company” Form, providing company particulars.
- An attested copy of the company’s certificate of incorporation (or a similar document).
- An attested copy of the company’s most recent financial accounts.
- A Notice submitted to the Business Registration Office.
If the certificate of incorporation or its equivalent is not in English or Chinese, it’s important to be aware that you must provide a certified copy of the original certificate in its native language, along with a certified translation in either English or Chinese.
Once all required documents are received, the issuance of the Certificate of Registration by the Companies Registry typically takes approximately 14 business days.
Representative Office
A representative office functions as an extension of its parent company and lacks independent legal status.
It serves as a liaison between the foreign-registered parent company and trade organizations, enabling activities such as market research and the establishment of connections with potential partners and customers. This arrangement is valuable for enterprises aiming to assess the Hong Kong market before committing to significant investments or the registration of an offshore entity.
For further details, please feel free to reach out to us.
The functions of a representative office are limited to the following activities:
- Carrying out research and furnishing information and promotional materials to potential partners and clients.
- Carrying out research and surveys within the local market on behalf of the parent company.
- Establishing connections with both local and international entities on behalf of the parent company.
- Coordinating activities for the parent company.
- Organizing travel arrangements for parent company representatives and potential clients, along with engaging in other non-profit-oriented business activities.
Frequently Asked Questions
Consider your business background and evaluate the advantages and disadvantages of various company types to determine the most fitting structure for your enterprise.
If you serve as the sole director and shareholder, you have the option to either visit the Companies Registry in person or furnish a certified identification document to initiate an e-account for online application submission.
Certainly. Typically, a suggested name will not be approved if it matches an existing name registered with the Registrar of Companies, resembles an established entity, appears to involve criminal implications, is offensive, or goes against public interest, or contravenes regulations outlined in the ordinance.
Premia TNC has the optimal solutions for all your business needs.
Get in touch today for a FREE consultation.
No hidden costs, no obligations.
Feel free to drop us an email too!
[email protected]
Premia TNC has the optimal solutions for all your business needs.
Get in touch today for a FREE consultation.
No hidden costs, no obligations.
Feel free to drop us an email too!
[email protected]
