Register as a Company

Registering A Company In Hong Kong

Registering a company in Hong Kong is a straightforward process that is known for its efficiency. The process is a "one-stop" service that combines company incorporation with business registration.

Here is a general guide to the steps and requirements for registering a company in Hong Kong, with a focus on a private limited company, which is the most common type for entrepreneurs and small-to-medium-sized businesses.

Step 1: Choose Your Company Type and Name

• Company Type: The most popular choice is a Private Limited Company. This structure provides limited liability protection, meaning the company's debts are separate from the personal assets of its owners. Other options include sole proprietorship, partnership, and a branch office of an overseas company.

  
  

• Company Name: You must choose a unique company name that is not identical to an existing one. The name can be in English, traditional Chinese, or both, but a combination of English words and Chinese characters in the same name is not allowed. You can check the availability of your desired name through the Companies Registry's e-Search Services.

Step 2: Fulfill Key Requirements

To register a private limited company, you will need to meet the following basic requirements:

• Directors: A minimum of one director is required. They can be of any nationality and do not need to be a Hong Kong resident. At least one director must be a natural person.

  
  

• Shareholders: A minimum of one shareholder is required, with a maximum of 50. Shareholders can be individuals or corporate entities and do not need to be a Hong Kong resident.

  
  

• Company Secretary: Every company must appoint a company secretary. This person must be a Hong Kong resident or a Hong Kong-registered corporate entity (e.g., a professional services firm).

  
  

• Registered Address: You must have a physical registered office address in Hong Kong (a P.O. Box is not allowed).

  
  

• Share Capital: The minimum share capital is HKD 1.

Step 3: Prepare the Required Documents

The main documents you need for the registration application are:

• Incorporation Form (Form NNC1): This form provides details about the proposed company name, registered address, share capital, and particulars of the directors, shareholders, and company secretary.

  
  

• Articles of Association: This document outlines the company's internal rules and regulations. A sample is available from the Companies Registry.

  
  

• A Notice to Business Registration Office (IRBR1): This is for your business registration application, which is filed concurrently with the incorporation.

  
  

• Identity and Address Proof: You will need to provide copies of identification documents (e.g., passport or Hong Kong Identity Card) and proof of residential address for each director and shareholder.

Step 4: Submit Your Application

You can submit the application and required documents to the Companies Registry (CR) in one of two ways:

• Online: Through the CR's 24-hour e-Services Portal. This is the fastest method, with the Certificate of Incorporation and Business Registration Certificate typically issued electronically within one hour.

  
  

• Hard Copy: By delivering the documents in person to the Companies Registry office. This process usually takes about four working days.

Step 5: Receive Your Certificates

Once the application is approved, you will receive two key documents:

• Certificate of Incorporation (CI): Issued by the Companies Registry, this is proof that your company has been legally established.

  
  

• Business Registration Certificate (BRC): Issued by the Inland Revenue Department, this confirms your company is authorized to conduct business in Hong Kong.

Step 6: Post-Incorporation Compliance

After your company is registered, there are several ongoing compliance obligations:

• Bank Account: Open a corporate bank account. This typically requires submitting your CI, BRC, Articles of Association, and identification documents of the company's members.

  
  

• Statutory Records: Maintain statutory records, including a register of directors, shareholders, and significant controllers.

  
  

• Annual Filings: File an Annual Return with the Companies Registry and renew your Business Registration Certificate annually or every three years.

  
  

• Tax Returns: File profits tax returns with the Inland Revenue Department.

Fees

When registering a company in Hong Kong, the fees can be broken down into two main categories: government fees and fees for professional services.

1. Government Fees

These are the mandatory fees payable to the Hong Kong government:

• Company Incorporation Fee:

  
  

  • Electronic Submission: Approximately HK$1,545.

  • Hard Copy Submission: Approximately HK$1,720.

    
    

• Business Registration Fee:

  
  

  • This is a fee paid to the Inland Revenue Department. It is required for all businesses operating in Hong Kong.

  • 1-year certificate: Approximately HK$2,200

  • 3-year certificate: Approximately HK$5,870.

    
    

• Annual Return Filing Fee:

  
  

  • After the initial registration, you must file an Annual Return each year to maintain your company's good standing.

  • The fee for a local private company is approximately HK$105 if filed on time.

  • Late filing will result in significantly higher penalties, which can range from HK870tooverHK3,480, depending on how late the filing is.

2. Bestar Professional Services Fees

Professional services for company formation in Hong Kong can range from a few hundred to several thousand Hong Kong dollars (HKD) depending on the scope of services and the provider. While a basic package can be very affordable, more comprehensive support for tasks like bank account opening and ongoing compliance will increase the total cost.

1. Incorporation Services

This is the foundational service that handles the legal registration of your company. Bestar offers an "all-inclusive" package that combines the government fees with our service fee.

• Fee: A fee for this service, including the government fees, is between HK$2,500 and HK$9,000.

  
  

• What it includes:

  
  

  • Verification of the company name.

  • Preparation of all required incorporation documents (e.g., Articles of Association, Incorporation Form NNC1).

  • Filing the documents with the Companies Registry and Inland Revenue Department.

  • Receiving the Certificate of Incorporation and Business Registration Certificate.

  • Providing a physical set of company seals (chops).

2. Company Secretary Services

Every Hong Kong company must appoint a company secretary who is a Hong Kong resident or a corporate entity registered in Hong Kong. This is a recurring annual fee.

• Fee: Annual fees for this service start from as low as HK$400 to HK$1,200, and can go up to HK$8,800 or more depending on the included services.

  
  

• What it includes:

  
  

  • Acting as the official company secretary.

  • Filing the company's Annual Return (Form NAR1) with the Companies Registry.

  • Maintaining the company's statutory records, such as the Register of Directors and Register of Significant Controllers.

  • Providing a designated representative to liaise with government authorities.

3. Registered Office Address

A company in Hong Kong must have a physical, local registered office address. Using a professional service for this is a popular option for non-residents.

• Fee: The cost for a registered office address is an annual fee that can range from HK$100 to over HK$1,000 per month, with lower prices available in bundled packages.

  
  

• What it includes:

  
  

  • Providing a commercial address for official government correspondence.

  • Receiving and scanning mail.

  • Forwarding physical mail to your preferred address.

4. Assistance with Opening a Corporate Bank Account

We provide support to increase the success rate of a bank account application, which can be challenging for foreign-owned companies.

• Fee: Bestar charges a fee, ranging from HK$1,000 to over HK$5,000, for more intensive support and document preparation.

  
  

• What it includes:

  
  

  • Preparation and certification of documents required by the bank.

  • Liaison and scheduling of appointments with the bank.

  • Guidance on the bank's specific requirements.

5. Accounting and Auditing Services

Hong Kong law requires companies to maintain proper accounting records and have their financial statements audited annually. These are ongoing, mandatory services with fees that depend on the complexity and volume of transactions.

• Accounting: The annual fee for basic bookkeeping and accounting services can start from HK$3,500 for businesses with minimal transactions.

  
  

• Auditing: The audit fee, which must be conducted by a certified public accountant (CPA), starts from HK$5,000 and increases based on the company's annual turnover and the complexity of its financial records.

6. Tax Filing and Other Services

• Tax Filing Assistance: Fees for preparing and filing annual profits tax returns can start from around HK$2,000 to HK$4,000.

  
  

• Assistance with Licenses and Permits: Fees for this service are highly dependent on the specific type of license required (e.g., for financial services, restaurants, or employment agencies). Costs vary widely, with some licenses costing less than HK$1,000 and others, especially in regulated industries, being significantly higher and requiring extensive professional assistance.

How Bestar can Help

Hiring Bestar for company formation in Hong Kong, especially for non-residents, can be a game-changer. While the process is designed to be straightforward, Bestar offers expertise and efficiency that can save you time, money, and potential headaches. Here's a breakdown of how we can help:

1. Expertise and Guidance

• Ensuring Compliance: Hong Kong's company law has specific requirements, such as appointing a local company secretary and having a registered address. Bestar is well-versed in these regulations and can ensure your company is compliant from day one, helping you avoid costly penalties for non-compliance.

  
  

• Streamlined Process: We can guide you through each step of the process, from choosing a company name that meets the Companies Registry's criteria to preparing all the necessary documents. This is particularly valuable for those who are unfamiliar with the local legal landscape.

2. Time and Cost Savings

• Efficiency: Bestar can handle all the paperwork and liaison with government bodies (the Companies Registry and the Inland Revenue Department). This is crucial for non-residents who cannot be in Hong Kong to handle the process in person. Bestar offers online-first services, allowing you to complete everything remotely.

  
  

• Avoiding Mistakes: Errors in the application process can lead to delays or rejections, costing you time and money. Bestar minimizes this risk by ensuring all documents are prepared accurately and submitted on time.

3. Fulfilling Mandatory Requirements

• Company Secretary and Registered Address: Bestar can act as your company secretary and provide a legal registered office address. These are statutory requirements for a Hong Kong limited company, and our services are essential if you don't have a local resident to act as the secretary or a physical office in Hong Kong.

  
  

• Due Diligence and KYC: We can also help with the "Know Your Customer" (KYC) and anti-money laundering (AML) checks, which are mandatory for company registration and bank account opening.

4. Post-Incorporation Support

• Bank Account Opening: One of the most significant challenges for non-residents is opening a corporate bank account. Professional services has established relationships with local and international banks and can assist with the application process, which is a major benefit.

  
  

• Ongoing Compliance: The need for professional help doesn't end with company registration. We offer a suite of ongoing services, including:

  
  

  • Annual Return Filings: Ensuring your company files its annual returns with the Companies Registry on time.

  • Accounting and Auditing: Handling mandatory accounting and auditing, which are required annually.

  • Tax Filing: Assisting with the preparation and submission of profits tax returns.

    
    

• Additional Services: Bestar also offers assistance with obtaining necessary business licenses and permits, trademark registration, and other administrative tasks, allowing you to focus on your core business activities.

  
  

In short, while it's possible to handle the registration process yourself, professional services offer peace of mind and an efficient solution that saves you from navigating complex legal and administrative procedures, especially for those who are not physically in Hong Kong. We act as a one-stop solution for not only the initial setup but also for the ongoing maintenance and compliance of your company.

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