Hong Kong Company formation
Hong Kong is one of the few countries in the world that applies tax on a territorial basis, while many countries levy tax differently and tax the world-wide profits of a business, including profits derived from an offshore source. Hong Kong profits tax is ONLY charged on profits derived from a trade, profession or business carried on in Hong Kong. Consequently, this means that a company which carries on a business in Hong Kong, but derives profits from another place, is not required to pay tax in Hong Kong on those profits. Sourced income is currently subject to a rate of of 16.5% and there is no tax in Hong Kong on capital gains, dividends and interest earned.
|Minimum number of shareholders||1|
|Minimum number of directors||1|
|Mimimum share capital requirement||HK$1|
|Nationality and address of shareholders / directors||No restrictions|
|Address in Hong Kong||Mandatory|
|Incorporation time||1 to 5 working days|
|Confidentiality||Company records are open to public|
|Tax advantages||16.5 % tax on profit derived in Hong Kong, offshore income is not taxable|
|Bank account opening||Bank treat Hong Kong companies more favorably|
Frequently Asked Questions / FAQ
Yes. Non-Hong Kong resident (an individual or a company) may incorporate a local limited company in Hong Kong and be a 100% shareholder.
Normally, for paper submission, the Certificate of Incorporation and Business Registration Certificate of a company limited by shares will be issued on the 4th working day after the date of submission. For electronic submission, the certificates will normally be issued within 1 hour for a private company limited by shares.
No. A non-Hong Kong resident can be appointed as a director of a local limited company.
No. Section 154(1B) of the Companies Ordinance expressly prohibits the sole director from acting as the secretary. Besides, section 154(4) of the Companies Ordinance provides that a private company cannot appoint a corporate secretary if the sole director of the corporate secretary is also the sole director of the company.
No. The entire application process can be done remotely.
Yes. Company director and shareholder info can be accessed at http://www.icris.cr.gov.hk/csci/
In Hong Kong most companies are incorporated as private limited companies (limited by shares). The following are the basic requirements for forming a company in Hong Kong:
- Any individual or business entity may incorporate a HK company
- Minimum 1 shareholder who can be a local or foreigner. A shareholder must be above 18 years of age.
- Minimum 1 director who can be a local or a foreigner. A director must be above 18 years of age.
- The shareholder and the director can be the same person.
- There is no minimum share capital requirement. The minimum issued/paid-up capital is usually 1 share of HKD 1.00.
- Must have a local registered address (P.O.Box not allowed)
- Must have a company secretary. The secretary, if an individual, must ordinarily reside in Hong Kong; or if a body corporate, must have its registered office or a place of business in Hong Kong. Sole shareholder and director cannot also act as company secretary.
A shareholder and a director must be above 18 years of age.
No, Hong Kong companies do not require a local shareholder or a director. However, you will need the services of a corporate secretary for the company’s ongoing statutory compliance purposes. Your company secretary will normally also act as your registered address agent. They will also handle the annual filing matters for your company as well as can provide nominee director and nominee shareholder services if required.
Yes, a Hong Kong company can hire foreign employees to work in Hong Kong. The company must file an employment visa for each such employee and it must be approved by authorities.
As per Hong Kong company formation laws, every company formed in Hong Kong, unless specifically exempted, must file its audited accounts with the Inland Revenue Department of Hong Kong along with its profits tax return on an annual basis.
Some of the businesses that require a license to operate are: travel agencies, restaurants, employment agencies, fund managers, insurance brokers, lawyers, liquor distributors, moneylenders, banks and childcare centers, etc. You can apply for a business licence only after you have incorporated your Hong Kong company.
Yes. Directors and shareholders can either be natural persons or body corporates. Starting from 2014, sole director can only be a natural person.
There is no minimum share capital requirement. The minimum issued/paid-up capital is usually 1 share of HKD 1.00
A name approval is required prior to company registration.
Names must not be:
- same as or similar to a name appearing in the Companies Registry’s “Index of Company Names”
- infringe on trademarks
- be offensive or otherwise contrary to public interest
- a combination of English words/letters and Chinese characters
Any physical address in Hong Kong. P.O. Box is not allowed.
The secretary, if an individual, should ordinarily reside in Hong Kong. For corporate secretary, its registered office or place of business should be in Hong Kong.
No. Hong Kong company’s corporate secretary’s registered office or place of business should be in Hong Kong.
The company must preserve the records for 7 years after the end of the financial year to which the last entry made or matter recorded in the records, or the accounts and returns, relates.
- Copy of your passport
- Copy of your residential address proof such as utility bill, cable bill, phone bill or bank statement (issued within last 3 months).
- Completed incorporation details form listing information about the proposed company such as proposed company name, shareholders, directors etc.
Once the company has been registered you can proceed to opening the bank account. It can take from from 1 days to 10 days to open an account.