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Company Setup

Updated: Jun 24

Company Setup

Hong Kong is known for being a business-friendly jurisdiction with a straightforward company setup process. Here's a quick rundown of what to expect:

Benefits of Setting Up in Hong Kong:

  • Fast and Cost-Effective: Registration can be completed within days and government fees are reasonable.

  • No Minimum Capital: There's no minimum amount required to start your company.

  • Open to Foreigners:  Foreign ownership and directors are allowed.

  • Simple Business Environment: Minimal bureaucracy makes setting up a business easier.

Steps Involved:

  1. Choose a Company Structure: Most commonly, a private limited company is chosen.

  2. Pick a Company Name: Check for availability and ensure it complies with regulations.

  3. Appoint Shareholders and Directors: You'll need at least one shareholder and director, who can be the same person.

  4. Register Your Business: This involves filing forms with the Companies Registry.

  5. Obtain a Business Registration Certificate: Register with the Inland Revenue Department.

Additional Considerations:

  • Registered Address: You'll need a local business address in Hong Kong.

  • Company Secretary: While not mandatory, it's recommended for corporate governance.

  • Banking: Opening a corporate bank account is necessary for business transactions.

Detailed Guidance and Legal Requirements for Company Setup in Hong Kong

Here's a deeper dive into the process of setting up a company in Hong Kong, including legal requirements:

Company Structure:

  • Private Limited Company (Ltd.): This is the most popular choice due to its simplicity and limited shareholder liability.

Company Name:

  • Availability check through the Companies Registry's online search tool.

  • Must not be identical or deceptively similar to an existing company name.

  • Can be in English, Chinese, or both.

Shareholders and Directors:

  • Minimum:  One shareholder and one director (can be the same person).

  • Residency: No residency requirements for shareholders or directors.

  • Age:  Minimum age of 18 for shareholders and directors.

  • Nominee Shareholders: Allowed, but disclosure requirements exist.

Company Registration:

  • Documents Required:

  • Articles of Association (defines company rules and regulations)

  • Incorporation Form (with company details)

  • Notice to Business Registration Office

  • Proof of identity and address for shareholders and directors

  • Proof of registered address

  • Fees:

  • Incorporation fee (around HK$1,720) with a discount for online registration.

  • Business registration fee (varies depending on business nature).

Business Registration Certificate:

  • Mandatory for businesses conducting trade, profession, or any business activity in Hong Kong.

  • Application with the Inland Revenue Department (IRD) within one month of commencing business.

  • Requires filing form IRBR37.

Additional Considerations:

  • Registered Address:

  • Must be a physical address in Hong Kong, not a PO Box.

  • Can be obtained through company formation agents.

  • Company Secretary:

  • Not mandatory, but highly recommended for proper record keeping and corporate governance.

  • Can be a director or an external service provider.

  • Significant Controllers Register:

  • Introduced in 2018, requires maintaining a register of individuals with significant control (over 25% shares/voting rights) in the company.

Getting Help:

Legal Resources:

  • The Companies Ordinance (Cap. 622): This is the primary legislation governing company formation and operation in Hong Kong.

  • The Business Registration Ordinance (Cap. 539): Regulates business registration with the IRD.

How Bestar can Help

Bestar can be valuable asset when setting up a company in Hong Kong. Here's a breakdown of how Bestar can assist you:

  • Ensures Legal Compliance: Bestar will meticulously review the company formation process to ensure it adheres to all Hong Kong regulations. This includes verifying your chosen structure, drafting articles of association, and navigating complex legal aspects.

  • Advises on Complexities: If your business structure or operations involve legal intricacies, Bestar can provide valuable guidance. This could involve areas like intellectual property rights, licensing requirements, or employment regulations.

  • Mitigates Risks: By ensuring adherence to legal requirements, Bestar helps minimize the risk of non-compliance penalties and future legal issues.

  • Drafts and Reviews Legal Documents:  Bestar can draft and review crucial legal documents like the Articles of Association, which outlines the company's internal governance and operation.

  • Assists with Tax Registration and Filing: Bestar can guide you through Hong Kong's tax registration process and ensure you meet ongoing filing deadlines. We can also advise on tax optimization strategies.

  • Provides Guidance on Accounting Practices: Understanding Hong Kong's accounting practices is essential. Bestar can recommend appropriate accounting methods and ensure your books are maintained according to local regulations.

  • Helps Set Up Bookkeeping Systems:  A proper bookkeeping system is crucial for any business. Bestar can help establish a system that meets your needs and adheres to Hong Kong accounting standards.

  • Streamlines the Process:  Bestar handles the administrative burden of company registration. We can complete forms, submit documents to the Companies Registry, and liaise with government departments on your behalf.

  • Efficiency and Cost-Effectiveness: Bestar can expedite the process, saving you valuable time and potentially reducing costs associated with errors or delays during registration.

  • Additional Services:  Bestar offers additional services like providing a registered business address, and opening a corporate bank account.

By leveraging the right professional help, you can ensure a smooth and compliant company setup process in Hong Kong, allowing you to focus on running your business.

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