BoardRoom’s company incorporation services in Hong Kong
The incorporation requirements and post-incorporation obligations for entities in Hong Kong vary depending on a range of factors, such as company type, location, and listing status.
Our company formation services team in Hong Kong provides tailored advice to ensure your entity complies with rules and regulations from the beginning, thus avoiding penalties, reducing stress, and building trust among stakeholders.
Choosing the best company structure
To start, we can advise you on the most beneficial type of company to incorporate as, taking into account:
- The best tax, legal, and share structures for your situation, leveraging our complementary suite of services
- Annual maintenance and administration involved
- The cost of incorporating a company of each type
- Whether it will be a completely new business or a branch of a larger one
- Any plans to sell the company after a certain period of time
- Your future growth goals
Depending on the above, you may choose to form a public or private company, located onshore or offshore, or based in the British Virgin Islands. We can explain the rights and obligations associated with each company type so that you are empowered to make strategic decisions.
Preparation for incorporation
Under the Hong Kong Companies Ordinance, there are certain requirements you need to meet and documentation you need to prepare before the incorporation of a company.
Our services can help with the following as required:
- Choosing a company name that is registrable with the Hong Kong Companies Registry (HKCR);
- Registering a Hong Kong office facility;
- Setting up a correspondence address;
- Nominating directors, shareholders;
- Appointing a company secretary and other key personnel;
- Meeting any transparency requirements (e.g. disclosing details of the beneficial owner, company structure, directors, shareholders, location and capital amount);
- Establishing a Significant Controller (SC) register and appointing a Designated Representative.
Support after incorporation
Your company will be subject to a range of obligations after incorporation is completed. By engaging BoardRoom’s company formation services in Hong Kong, you will be ready to meet all relevant requirements in advance.
We can help with the following as required:
- Lodging annual returns with the HKCR
- Submitting profits tax returns and employer’s returns to the Inland Revenue Department (IRD) in a timely manner
- Ensuring annual business registration fees are paid on time
- Arranging annual general meetings
- Establishing transparency practices (e.g. Know Your Customer) to comply with relevant regulations
- Promptly reporting changes to your company with the HKCR
Incorporation Frequently Asked Questions (FAQs)
1. Who can register a company in Hong Kong?
According to the Hong Kong Companies Registry, any person aged 18 or above can register a company in Hong Kong, regardless of nationality or residency. This includes individuals, foreign companies, and local companies.
- Individuals: Any individual aged 18 or above, whether local or foreign, can register a company in Hong Kong. They must have a local registered address and appoint a resident company secretary and a director.
- Foreign Companies: Foreign companies or corporations can also register a company in Hong Kong. They must have a local registered address and appoint a resident company secretary and a director. However, foreign companies may face additional requirements depending on their country of origin.
- Local Companies: Local companies incorporated in Hong Kong can also register a company in the city. They must have a local registered address and appoint a resident company secretary and a director. Local companies may have different requirements depending on their type, such as private companies, public companies, or companies limited by guarantee.
2. What are the different types of companies that can be incorporated in Hong Kong?
The different types of companies that can be incorporated in Hong Kong include private companies, public companies, and companies limited by guarantee.
- Private companies, also known as private limited companies, are the most common type of company incorporated in Hong Kong. They are suitable for small to medium-sized businesses and have a minimum requirement of one director and one shareholder. Private companies are not allowed to offer shares to the public and their financial information is not available to the public.
- Public companies, also known as public limited companies, are typically larger and more established businesses. They are allowed to offer shares to the public, and their financial information is available to the public. Public companies have a minimum requirement of three directors and at least one shareholder.
- Companies limited by guarantee are usually non-profit organisations or charities. They do not have shareholders or share capital, and instead have members who guarantee to contribute a specific amount in the event of the company’s liquidation. This type of company has a minimum requirement of one director and one member.
3. Can foreigners start a business in Hong Kong?
Foreigners are more than welcome to start a business in Hong Kong. You can be the sole director and shareholder of a company in Hong Kong even if you are not a local resident, as there are no local resident requirements. The world-class city also makes it easy for foreigners to start and operate an offshore business in Hong Kong from abroad.
BoardRoom offers a full suite of professional corporate services with company formation, company secretarial services, payroll, accounting and tax services and more to make this a smoother journey.
4. How long does it take to set up a company in Hong Kong?
Setting up a company in Hong Kong takes approximately 3 – 5 working days. While this is the standard timeframe, it may vary from case to case, depending on whether any issues arise during the application process. To avoid hurdles during the company registration procedure in HK, BoardRoom provides advisory assistance and services to help your business abide by the legal rules and regulations. In addition to Hong Kong, BoardRoom also provides company set-up and incorporation services in Singapore and Malaysia.
5. How much does it cost to register a company in Hong Kong?
The cost of registering a company in Hong Kong can differ depending on the type of business registration and company formation services required. Mandatory fees include The Hong Kong Government incorporation fee of $1,545, if delivered electronically, or $1,720 if in hard copy respectively. To obtain a business registration certificate, businesses are required to pay $2,000 with a levy of $150 for a 1-year certificate validity, or $5,200 with a levy of $450 for a 3-year certificate validity, as of 1 April 2023.
6. What taxes does my company need to pay once it has been incorporated?
Registered companies in Hong Kong can enjoy certain tax benefits. They are eligible for a lowered corporate profit tax rate of 16.5%, with a tax rate of 8.25% for the first HK$2 million accessible profits. Note that Capital gains, Dividends, Interest incomes, VAT, and Withholdings are all tax-exempted in Hong Kong, meaning your company only needs to pay corporate profit tax.
7. What are the ongoing compliance requirements for companies in Hong Kong?
Once a company is incorporated in Hong Kong, there are ongoing compliance requirements that must be met to ensure the company remains in good standing with the Hong Kong Companies Registry. Failure to comply with these ongoing requirements may result in penalties or even the deregistration of the company. These requirements include:
- Annual Return: Every company in Hong Kong must file an Annual Return with the Companies Registry once a year. This document provides updated information about the company, such as its directors, shareholders, and registered address.
- Financial Statements: All companies in Hong Kong are required to prepare and submit annual financial statements to the Companies Registry, which will be made available to the public. The format and requirements for these statements may vary depending on the type and size of the company.
- Tax Returns: Companies registered in Hong Kong are also required to file tax returns with the Inland Revenue Department every year, regardless of whether they have made any profit or not.
- Business Registration Renewal: Companies must renew their business registration certificate every year to continue operating in Hong Kong.
8. What are the benefits of setting up a company in Hong Kong?
Companies that set up their base of operations in Hong Kong enjoy a plethora of benefits, starting with the fact that the city is renowned for being one of the world’s biggest business and finance hubs.
Hong Kong is also widely known for being the gateway to China. Businesses have a direct link to suppliers, customers, and potential business partners right on their doorstep. Many companies that complete their registration in Hong Kong use it as a launching pad to expand their operations and tap into the lucrative China and APAC markets.
Some foreign businesses and entrepreneurs have also entered the Hong Kong market looking to establish a foothold in Asia since the city has no restrictions on foreign ownership of firms. This means overseas business owners can have 100% ownership of a company set up in Hong Kong, which is unlike many of the other globally recognised financial cities.
Another incentive that lures many people to set up a company in Hong Kong is the corporate tax structure and low tax rate. As it stands, businesses with profits under HKD 2 million are taxed 8.25%, and those whose profits surpass that are taxed 16.5%, which is the maximum percentage.
9. Why should I outsource my company incorporation?
Outsourcing company incorporation can bring numerous benefits to a business, especially for those looking to expand their operations internationally. Here are some of the key advantages of outsourcing company incorporation:
- Expertise and Efficiency: By outsourcing to a professional company formation agency, businesses can benefit from the expertise and experience of professionals who are well-versed in the legal and financial requirements of company incorporation. This can save time, reduce the risk of errors, and ensure a smoother and more efficient process.
- Cost Savings: Outsourcing company incorporation can also lead to cost savings in the long run. Instead of hiring and training in-house staff to handle the incorporation process, businesses can save on recruitment, salary, and training costs by outsourcing to a professional agency.
- Compliance and Risk Management: A professional company formation agency can also help businesses ensure compliance with all legal and financial requirements, reducing the risk of penalties or legal issues down the line. They can also provide ongoing support and advice to help businesses stay compliant and manage any risks that may arise.
In short, outsourcing company incorporation can provide businesses with access to expertise, efficiency, and cost savings, while also ensuring compliance and risk management. It can be a valuable investment for businesses looking to expand and grow their operations.