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Hong Kong Company Incorporation Guide

Hong Kong Company Incorporation Guide | Bestar
Hong Kong Company Incorporation Guide | Bestar

Hong Kong Company Incorporation Guide


Hong Kong is a popular jurisdiction for company incorporation due to its simple tax regime, ease of doing business, and strategic location. Here's a guide on how to register your company in Hong Kong, including requirements and costs:


1. Types of Companies in Hong Kong


The most common type of company registered in Hong Kong is a Private Limited Company by Shares. This offers limited liability to its shareholders, meaning their personal assets are protected from the company's debts. Other less common types include:


  • Public Limited Company: For larger businesses looking to offer shares to the public or list on the stock exchange.


  • Unlimited Company: Where the liability of shareholders is not limited.


  • Branch Office or Representative Office: For foreign companies expanding into Hong Kong without forming a separate legal entity.


2. Key Requirements for a Private Limited Company


To register a private limited company in Hong Kong, you will generally need:


  • Company Name: A unique name in English, Chinese, or both. The English name must end with "Limited" and the Chinese name with "有限公司". It cannot be identical to an existing company or infringe on trademarks.


  • Registered Address: A physical address in Hong Kong (P.O. Box is not accepted). This will be the official address for correspondence and legal purposes.


  • Shareholders: At least one shareholder, who can be an individual or a body corporate of any nationality or residence. There is no minimum or maximum share capital requirement for most industries (a minimum of HK$1 is common).


  • Directors: At least one individual director (natural person) aged 18 or above, of any nationality or residence. Corporate directors are allowed if there's an individual director and the company is not part of a listed company group. Directors are not required to be shareholders.


  • Company Secretary: A mandatory requirement. The company secretary must be either a Hong Kong resident individual (aged 18 or above) or a body corporate with its registered office or place of business in Hong Kong and holding a valid Trust or Company Service Provider (TCSP) license. The company secretary is responsible for ensuring compliance with legal obligations and maintaining accurate company records.


  • Designated Representative: This individual or entity (who can be a shareholder, director, employee, or a TCSP licensee) is responsible for providing assistance relating to the Significant Controllers Register to law enforcement officers.


3. Steps to Register Your Company


  1. Choose Your Company Type and Name: Decide on the most suitable company structure (e.g., private limited company) and select a unique company name. It's advisable to check name availability through the Hong Kong Companies Registry website.


  2. Appoint Directors, Shareholders, and Company Secretary: Identify the individuals or entities that will fill these roles and gather their necessary identification and address proofs.


  3. Prepare Incorporation Documents: This typically includes:


    • Incorporation Form (Form NNC1 for companies limited by shares or NNC1G for companies not limited by shares): This form provides essential company details.


    • Articles of Association: This document outlines the company's constitution, internal rules, and regulations for management.


    • Notice to Business Registration Office (IRBR1): A concurrent application for business registration.


  4. Submit Application:


    • Online: Through the Companies Registry's 24-hour e-Services Portal. This is generally faster (processed within one hour) and may offer a fee reduction.


    • Hard Copy: By delivering documents to the Companies Registry office. This typically takes around four working days.


  5. Obtain Certificates: Upon successful application, you will receive the Certificate of Incorporation (CI) and the Business Registration Certificate (BRC).


4. Post-Incorporation Requirements


After incorporating your company, you will have ongoing compliance obligations, including:


  • Annual Return Filing: Submitting an Annual Return (NAR1) to the Companies Registry.


  • Annual Business Registration Certificate Renewal: Renewing your BRC with the Inland Revenue Department.


  • Accounting and Auditing: Maintaining proper accounting records and, for most limited companies, undergoing annual audits.


  • Tax Filing: Filing profit tax returns with the Inland Revenue Department.


  • MPF Obligations: If you have employees, you will need to enroll them in a Mandatory Provident Fund (MPF) scheme.


  • Other Licenses/Permits: Depending on your business activities, you may need additional licenses or permits from relevant government departments.


Why Use a Company Incorporation Service?


Many businesses, especially foreign entities, choose to use company incorporation services because they offer:


  • Expert Guidance: Navigating the legal and administrative requirements.


  • Fast Processing: Often expediting the incorporation process.


  • Compliance Assurance: Ensuring all necessary documents are filed correctly and on time.


  • Registered Address and Company Secretary Services: Fulfilling the mandatory local requirements.


  • Bank Account Assistance: Helping with the often-complex process of opening a corporate bank account in Hong Kong.


  • Ongoing Support: For annual compliance, accounting, and tax matters.


By understanding these steps and requirements, you can effectively plan your company registration in Hong Kong.


Costs of Company Incorporation


The total cost for company incorporation in Hong Kong can vary depending on the specific services included. Here's a breakdown of common fees:


  • Government Fees:


    • Company Registration Fee: Approximately HK1,500 (electronic filing) or HK1,700 (hard copy).

    • Business Registration Fee and Levy: This is an annual fee. For a one-year certificate, it can be around HK250 (business registration fee)+HK250 (levy to Protection of Wages on Insolvency Fund). For a three-year certificate, it's approximately HK3,950(business registration fee)+HK750 (levy).


  • Bestar Fees: Many entrepreneurs opt for company incorporation services to streamline the process. These services include:


    • Company name search and reservation

    • Preparation and filing of incorporation documents

    • Provision of a company secretary for the first year

    • Registered office address for the first year

    • Assistance with bank account opening

    • Preparation of statutory records and significant controllers register

    • Company chops (seals)

    • Annual return filing assistance


Costs from Bestar can range from HKD 4,000 to HKD 15,000+ depending on the and inclusions. 


How Bestar can Help

Hong Kong Company Incorporation Guide


Bestar in Hong Kong plays a crucial role in simplifying the process of setting up and maintaining a business. We offer a range of services that cater to both local and international entrepreneurs, helping them navigate the legal and administrative complexities. Here's how we can help:


1. Expert Guidance and Consultation:


  • Pre-incorporation advice: We help you choose the most suitable company structure (e.g., private limited company) based on your business goals, tax implications, and ownership structure.

  • Name availability check: We conduct thorough checks to ensure your chosen company name is unique and compliant with Hong Kong regulations, preventing potential rejections.

  • Understanding legal requirements: We provide clear explanations of all statutory obligations, such as director and shareholder requirements, minimum capital, and ongoing compliance.


2. Streamlined Incorporation Process:


  • Document preparation: We prepare all necessary incorporation documents, including the Incorporation Form (NNC1), Articles of Association, and Business Registration application (IRBR1), ensuring accuracy and compliance.

  • Filing with authorities: We handle the submission of all documents to the Hong Kong Companies Registry and the Inland Revenue Department, saving you time and effort.

  • Expedited processing: Leveraging our experience and direct communication channels with government bodies, we can often fast-track the incorporation process.


3. Fulfillment of Mandatory Requirements:


  • Registered Address Service: Every Hong Kong company must have a physical registered office address in Hong Kong (not a P.O. Box). Bestar offers this address, which is crucial for receiving official government correspondence and legal notices. We include mail scanning and forwarding services.

  • Company Secretary Service: It is a legal requirement for every Hong Kong company to appoint a company secretary who is a Hong Kong resident or a corporate body holding a valid Trust or Company Service Provider (TCSP) license. Bestar offers this crucial service, ensuring ongoing compliance with the Companies Ordinance. This is vital for foreign entrepreneurs who don't have a local presence.

  • Designated Representative: They can also provide a Designated Representative, who assists law enforcement with the Significant Controllers Register.


4. Post-Incorporation Compliance and Support:


  • Maintaining statutory records: The company secretary service ensures that all statutory registers (e.g., register of members, directors, significant controllers) and records are properly maintained and updated.

  • Annual return filing: We manage the timely preparation and filing of annual returns (NAR1) with the Companies Registry.

  • Business Registration Certificate renewal: We handle the annual renewal of your Business Registration Certificate with the Inland Revenue Department.

  • Compliance reminders: We provide regular reminders for important deadlines related to annual returns, tax filings, and other statutory obligations.

  • Corporate governance advice: We offer expert advice on corporate governance best practices and help navigate changes in laws and regulations.

  • Handling company changes: We assist with changes to the company's structure, such as director appointments/resignations, share transfers, and amendments to the Articles of Association.


5. Bank Account Opening Assistance:


  • Guidance on bank selection: We can recommend suitable banks (both traditional and fintech/virtual banks) based on your business needs, nationality of directors/shareholders, and transaction volumes.

  • Document preparation for bank: We help prepare and certify all necessary documents required by banks for account opening, including certified true copies of incorporation documents, personal identification, and business proofs.

  • Liaison with banks: Bestar has established relationships with banks, which can facilitate a smoother application process and potentially remote account opening, especially for non-residents.

  • Business plan assistance: We can provide guidance on drafting a comprehensive business plan, which is often a key requirement for banks to assess the legitimacy and viability of your business.


6. Additional Services:


  • Accounting and bookkeeping: Bestar offers integrated accounting and bookkeeping services, ensuring accurate financial records and compliance with Hong Kong accounting standards.

  • Tax filing: We can assist with preparing and filing profit tax returns and other tax-related documents with the Inland Revenue Department.

  • Audit arrangements: For companies requiring an annual audit, we can connect you with qualified auditors.

  • Payroll and HR services: Bestar offers comprehensive HR and payroll management.

  • Visa and immigration assistance: For foreign entrepreneurs looking to relocate to Hong Kong, Bestar services extend to visa and immigration support.


By leveraging the expertise of a professional company incorporation service provider, you can minimize administrative burdens, ensure compliance with Hong Kong laws, and focus on growing your business.



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