If your company is in the wrong place, the usual fix is painful: form a new one, move the contracts, the bank accounts and the staff, and close the old one. Re-domiciliation is the alternative: the same company moves its registration to another country, keeping its history, contracts and assets. Hong Kong opened its regime in May 2025, and Singapore has had one for years. Whether you can use either depends on three things: where your company is now, how big it is, and what the tax office you are leaving will do. This guide covers the rules as of November 2026.
Hong Kong and Singapore side by side
| Hong Kong | Singapore | |
|---|---|---|
| Size test | None | Two of: total assets over S$10m, annual revenue over S$10m, more than 50 employees |
| Home law | Must allow the company to transfer its domicile | Must authorise the company to transfer its incorporation |
| Timing | First financial year end must have passed | First financial year end must have passed |
| Solvency | Board certifies it can pay debts falling due in the next 12 months | Can pay debts as they fall due for 12 months; assets at least equal to liabilities |
| Fee | HK$6,050 online (HK$6,725 on paper), plus business registration if needed | S$985, non-refundable |
| Leaving the old register | Within 120 days, or the registration is revoked; the Registrar may extend | Proof of deregistration within 60 days, or ACRA may cancel; extensions at S$200 for 60 days each |
Sources: HK CR: guide to re-domiciliation · ACRA: inward re-domiciliation
Hong Kong: open to small companies
The regime has no size test, so it is the realistic route for most founders. The company must be of the same or substantially the same type as a Hong Kong company it can become: a private or public company limited by shares, or an unlimited company with share capital.
- Consent. Whatever its home law or constitution requires; if neither requires anything, a resolution passed by at least 75% of members.
- Creditors. Notice to all of them. The application must be made in good faith and not to defraud them.
- Documents. Form NNC6, form IRBR5, a board solvency certificate, and a legal opinion on the home law issued within 35 days before applying.
- Effect. The Companies Registry says it “does not have the effect of creating a new legal entity” and doesn’t affect the company’s property, rights, obligations or contracts.
- One-way. It is “an inward regime”; Hong Kong companies can’t re-domicile out under it.
On tax, the Inland Revenue Department says re-domiciliation doesn’t relieve a company of profits tax for the earlier period, but a company that never did business in Hong Kong is not charged for the period before it starts. If the old jurisdiction taxes unrealised gains because of the move, Hong Kong gives a credit, capped at the lower of the tax paid and the Hong Kong tax on that income. And a re-domiciled company is treated as incorporated in Hong Kong for tax treaties, and can apply for a certificate of resident status.
Sources: HK CR: guide to re-domiciliation · HK CR: FAQ · IRD: tax treatment
Singapore: for bigger companies
Singapore’s size test keeps most founder-sized companies out: you need two of more than S$10 million in assets, more than S$10 million in revenue, and more than 50 employees (a parent on a consolidated basis, a subsidiary on its own, or through a qualifying parent). A company that meets it keeps its corporate history, contracts, assets and liabilities, but must file existing charges within 30 days and send proof of deregistration within 60. A smaller company that wants to be in Singapore usually forms a new one; see Singapore company registration for foreigners.
Sources: ACRA: inward re-domiciliation
Can your company leave where it is?
The home law decides this, and it is often where the plan fails.
- BVI: yes. A BVI business company can continue abroad, with advance notice to members and creditors, a filing with the Registrar, and a certificate of discontinuance. Ask your registered agent what your company needs.
- Delaware LLC: yes. Under §18-213 an LLC may transfer or continue elsewhere, by default with the approval of members holding more than 50% of profits, unless its LLC agreement prohibits it. It is “deemed to be the same entity” and isn’t dissolved.
- British Columbia and federal Canada: yes, with approval. BC needs a special resolution and the registrar’s authorisation, which lapses after six months, and shareholders can dissent. Federal companies need a special resolution and get a certificate of discontinuance.
- UK: no. UK law has no such route for now. A March 2026 government consultation proposes a regime, but only for companies moving in; it says that outward re-domiciliation’s drawbacks outweigh its benefits, and that a regime would need primary legislation and “take time to deliver”.
Sources: BVI FSC: continuations out (circular) · 6 Del. C. §18-213 · BC Business Corporations Act s.308 · CBCA s.188 · UK consultation, March 2026
The tax you may meet on the way out
Moving a company’s registration can have tax consequences in the place it leaves. Canada, for example, deems a corporation that ceases to be resident to have disposed of its property at fair market value. Hong Kong’s credit exists because some jurisdictions tax unrealised gains on the move. Ask an adviser in the home jurisdiction before you start, and remember that re-domiciling doesn’t change where the company is really managed; see where is your company really managed?
Sources: Income Tax Act s.128.1 · IRD: tax treatment
Moving, or starting again?
Re-domiciliation makes sense when the company’s history matters: long contracts, licences, a holding structure, a track record with banks. For a young company with few contracts, forming a new company and closing the old one is often simpler and cheaper, and the HK$6,050 fee and legal opinion alone can exceed the cost of a new formation. Either way, expect to go through a bank’s full checks in the new country, so plan the account early.
An example
Invented for illustration. Clara’s BVI company has held shares in three Asian trading companies for six years. Its long-term contracts and a loan all name the BVI company, so forming a new one would mean renegotiating them. She wants a holding company with a bank account in Hong Kong. Her BVI registered agent confirms the company can continue abroad; a BVI lawyer gives the legal opinion; the members pass the resolution; creditors are notified; the board signs the solvency certificate; and Form NNC6 goes in with the fee. Once the certificate arrives, she has 120 days to complete the BVI discontinuance.
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Talk to usFrequently asked questions
What is company re-domiciliation?
Moving a company’s registration from one country to another while it stays the same legal company, keeping its history, contracts, assets and liabilities, instead of forming a new company and closing the old one.
Can a small company re-domicile to Hong Kong?
Yes. Hong Kong’s regime, in force since 23 May 2025, has no size test. The home law must allow the transfer, the first financial year end must have passed, and the board certifies solvency. The fee is HK$6,050 online.
Can a small company re-domicile to Singapore?
Usually not. Singapore requires two of: total assets over S$10 million, annual revenue over S$10 million, and more than 50 employees. Most small companies form a new Singapore company instead.
Can a UK company re-domicile abroad?
Not at present. A March 2026 UK government consultation proposes a re-domiciliation regime for companies moving in only, and it would need new legislation.
Will re-domiciling trigger tax?
It can, in the country the company leaves, and it depends on that country’s rules. Hong Kong gives a credit for tax charged at home on unrealised gains because of the move, up to a cap. Take advice in both places first.
General information on how re-domiciliation works, not legal or tax advice. The result depends on the law of the place your company is leaving as well as the place it is moving to; take advice in both before starting.