Last updated 6 September 2026.
A Hong Kong company changes its name by special resolution, and must deliver notice of the change to the Registrar within 15 days of passing it. The Registrar then enters the new name on the Companies Register and issues a certificate of change of name.
The date that matters is not the date of the resolution. It is the date the certificate issues — and the gap between the two is where most of the practical trouble lives.
What the procedure actually is
- Check the name is one you are allowed to have. Section 107(3) requires the Registrar to register the new name unless it is a name by which the company must not be registered under section 100.
- Pass a special resolution. Not an ordinary board decision — a resolution of the members.
- File the notice within 15 days of passing it, on the Companies Registry’s specified form (NNC2).
- The Registrar enters the new name in place of the old one and issues the certificate of change of name.
- The change takes effect on the certificate’s date.
Section 107(2): within 15 days after the date of passing the special resolution, the company must deliver to the Registrar for registration a notice in the specified form of the change of company name.
Section 107(4): the change of the name has effect from the date on which the certificate of change of name is issued.
Why the effective date matters
Between the resolution and the certificate, the company still legally has its old name. Invoicing, contracting or opening an account in the new name during that window means using a name the company does not yet hold. The fix is not complicated — wait for the certificate before switching anything outward-facing — but it does mean the changeover cannot be scheduled off the resolution date.
What the change does not do is disturb anything the company has already done.
Section 107(5): a change of name does not affect any rights or obligations of the company or render defective any legal proceedings by or against it. Proceedings that could have been commenced or continued under the former name may be commenced or continued under the new one.
So existing contracts stay valid, debts stay owed, and litigation carries on. It is the same company with the same company number — a renaming, not a re-incorporation.
What a name change does not cover
The Companies Registry filing is one item on a longer list, and the rest of it is yours to manage:
- Business Registration — a separate notification to the Inland Revenue Department, and a replacement certificate.
- The bank — the account name, the mandate, and often a fresh set of signature cards.
- Licences and registrations held in the company’s name.
- Contracts, invoices, letterhead, the website and the domain.
- The name on the wall.
The name on the wall is a legal requirement, not signage
This is the one that gets forgotten, because it was compliant right up until the certificate issued. The Disclosure Regulation requires a company to display its registered name continuously at its registered office and every place of business. The moment the new name takes effect, the old sign is no longer the registered name — so the display obligation is being breached by a sign that was correct the week before.
The display rule and its shared-address variant are worth reading in full if your registered office is a service address, because updating it is the provider’s job and not always automatic.
The penalty for missing the 15 days
Section 107(6): if a company contravenes subsection (2), the company and every responsible person of the company commit an offence, and each is liable to a fine at level 3 — HK$10,000 — and, for a continuing offence, a further fine of HK$300 for each day the offence continues.
Level 3 is the lightest of the filing penalties in this part of the Ordinance — the annual return carries level 5 and HK$1,000 a day — but the structure is the same one that runs through all of them: the company is liable, and so is every director and the company secretary, separately.
If you want to see the shape of the resolution before you commit to anything, there is a free change-of-name resolution generator that produces the members’ written resolution in the right form.
Changing your company’s name?
818hi.com and laulega.com are both operated by LAULEGA LIMITED, a Hong Kong licensed trust or company service provider. We draft the resolution, file the notice inside the 15 days, and tell you what else has to change once the certificate issues.
See the compliance serviceFrequently asked questions
How do you change a Hong Kong company name?
By special resolution of the members. Under section 107(2) of the Companies Ordinance (Cap. 622) the company must then deliver notice of the change to the Registrar, on the specified form, within 15 days after the date the resolution is passed.
When does the new name take effect?
On the date the Registrar issues the certificate of change of name — section 107(4) — not on the date the special resolution is passed. Until the certificate issues, the company still legally has its former name.
Does changing the name affect existing contracts?
No. Section 107(5) provides that a change of name does not affect the company’s rights or obligations, and does not render defective any legal proceedings by or against it. It is the same company with the same company number.
What is the penalty for filing the notice late?
Under section 107(6) the company and every responsible person each commit an offence and are liable to a fine at level 3 — HK$10,000 — plus a further HK$300 for each day the offence continues.
Can the Registrar refuse the new name?
Yes. Section 107(3) requires the Registrar to register the new name unless it is a name by which the company must not be registered under section 100, so availability should be checked before the resolution is passed rather than after.
What else has to be updated after a name change?
Business Registration with the Inland Revenue Department, the bank account and mandate, any licences, contracts and invoicing — and the name displayed at the registered office and every place of business, which the Disclosure Regulation requires to be the registered name.
Statutory references are to the Companies Ordinance (Cap. 622) and the Criminal Procedure Ordinance (Cap. 221) as in force at the date above; form names are the Companies Registry’s specified forms. Reviewed by Di Ma, responsible officer of LAULEGA LIMITED, a Hong Kong licensed trust or company service provider (TCSP licence TC000573). General information about Hong Kong law, not advice on your particular company.