How can a foreigner register a company in Hong Kong?

This process is known for its efficiency and can often be completed within about 1 week.

Step-by-Step Procedure for Incorporating a Hong Kong Company

Step 1: Pre-Registration Preparation & Decision Making

Before submitting your application, you must decide on the following key elements:

1. Company Name:

   · Choose a name for your company. The name must end with the word “Limited”.

   · You must check the proposed name for availability on the Hong Kong Companies Registry’s website.

2. Company Structure:

   · Shareholders: At least one shareholder (can be an individual or a corporation). There is no maximum limit. 100% foreign ownership is permitted.

   · Director: At least one director (can be an individual or a corporation). A shareholder can also be the director. There is no requirement for the director to be a Hong Kong resident.

   · Company Secretary: Appoint a Company Secretary, who must be a resident of Hong Kong or a licensed trust or corporate service firm. This is a mandatory legal requirement.

   · Registered Address: A physical address in Hong Kong (not a P.O. Box) must be provided for receiving official government correspondence.

3. Business Scope:

   · Define the company’s business nature. You can state a general scope (e.g., “trading,” “IT consulting”), or list specific activities. Unlike in Mainland China, this does not need to be highly specific and does not limit your business activities.

4. Share Capital:

   · Decide on the authorized share capital. There is no minimum capital requirement, but a standard amount is HKD 10,000.

Step 2: Document Preparation

Prepare the necessary incorporation documents:

1. Incorporation Form (Form NNC1): For a company limited by shares.

   · This form contains all the details decided in Step 1.

2. Copy of the Articles of Association:

   · This is the constitution of your company that governs its internal management. The standard “Model Articles” are commonly used.

3. Identification Documents:

   · For all individual shareholders and directors: A clear copy of a valid passport.

   · For corporate shareholders: Certificate of Incorporation, Articles of Association, and Register of Directors.

Step 3: Submission to the Hong Kong Companies Registry

Submit the completed Form NNC1 and the Articles of Association to the Companies Registry. This is typically done:

· Electronically (e-Registry): The fastest method, processing can be as quick as 1 hour for straightforward cases, but typically within a few days.

· In-Person or by Post: Takes longer, usually around 7-10 working days.

Upon successful review, the Companies Registry will issue:

· Certificate of Incorporation (CI): This is the birth certificate of your company, proving it is a legal entity.

Step 4: Post-Incorporation Formalities

After you receive the Certificate of Incorporation, there are several critical steps to complete before you can legally operate your business:

1. Business Registration with the Inland Revenue Department (IRD):

   · You must apply for a Business Registration Certificate (BR) from the IRD. This is often applied for simultaneously with company incorporation. The BR certifies that your business is registered for tax purposes and must be renewed annually or triennially.

   · You will receive both the Certificate of Incorporation and the Business Registration Certificate.

2. Open a Corporate Bank Account:

   · Take the incorporation documents (CI, BR, Articles) and proof of identity of the shareholders/directs to a bank in Hong Kong or overseas to open a corporate bank account.

   · Note: This step has become more rigorous due to international compliance standards, and banks will conduct detailed due diligence.

3. Comply with Ongoing Statutory Requirements:

   · Annual General Meeting (AGM): Hold at least once every year.

   · Annual Return (Form NAR1): File an Annual Return with the Companies Registry once every year.

   · Profits Tax Return: File with the IRD annually. Hong Kong operates on a Territorial Source Principle, meaning profits derived from outside Hong Kong are generally tax-free.

Summary Flowchart

Prepare (Name, Directors, Capital) → Draft Documents (NNC1, Articles) → Submit to Companies Registry → Receive Certificate of Incorporation → Obtain Business Registration Certificate → Open Bank Account → Commence Business & Maintain Compliance

For a seamless process, especially for non-residents, it is highly recommended to engage a professional corporate service provider in Hong Kong.

We are a Hong Kong Corporate Services: Your Remote Business Solution

As a professional corporate service firm in Hong Kong, we enable you to establish and manage your company entirely remotely. You do not need to be physically present in Hong Kong.

Our Services Include:

· Hong Kong Company Registration

· Company Secretary Services

· Registered Office Address Provision

· Accounting, Financial Reporting & Tax Filing

· Assistance with Corporate Bank Account Opening

· Trademark & Patent Registration (IP Services)

We manage the entire process for you, ensuring a fast and compliant setup.