AmPlus Business Services Limited

Japan FlagSpain Flag France Flag Germany Flag Russia Flag 

 

Hong Kong Company Formation / 

Offshore Bank Account Opening

HK Harbour

Hong Kong Limited Company Incorporation / Registration Requirement

 

Company name

•     

Company name must be approved by Registrar of Companies.

Both English and Chinese Name are acceptable.  An English company name must end with the word “Limited” and a Chinese company name must end with the characters “有限公司”.

According to "Company Act" 22B, wording such as "Trust”, "Chamber of Commerce", "Bureau", "Cooperative" etc. can only be used if the company gets the approval from Registrar of Companies.

The Company cannot use name, which already used by other existing registered Hong Kong Company.

   

Registered capital

Two types of share capital for Hong Kong companies – authorized capital and issued / paid-up capital.

No limit or restriction on the maximum amount of share capital for both types.

No minimum share capital requirement - the general norm is to have an authorized share capital of HKD 10,000 represented by 10,000 ordinary shares of HKD 1.00 each.

Authorized share capital can be increased anytime after incorporation.

Minimum issued/paid-up capital is normally 1 share of HKD 1.00.

Shares can be freely transferred, subject to a stamp duty fee.

Bearer shares are not allowed.

   

Director

At least one - can be individual or corporate, no nationality restriction, need not be resident in Hong Kong.

Directors must be at least 18 years of age and must not be bankrupt or convicted for any malpractices.

Nominee directors can be appointed. Directors Board meetings can be held anywhere in the world.

   

Shareholder

At least one - can be individual or corporate, no nationality restriction, no residency requirement for shareholders.

A director and shareholder can be the same or different person.

Shareholders must be at least 18 years of age.

100% local or foreign shareholding is allowed.

Appointment of nominee shareholders is permitted. Shareholders meetings can be held anywhere in the world.

   

Company secretary 

Appointing a company secretary is mandatory.

The company secretary, if an individual, must ordinarily reside in Hong Kong; or if a body corporate, must have its registered office or a place of business in Hong Kong.

In case of a sole director/shareholder, the same person cannot act as the company secretary.

The company secretary is responsible for maintaining statutory books and company records and must ensure the company’s compliance with all statutory requirements.

A nominee secretary can be appointed.
   

Register address

A local Hong Kong address as the registered address of the company must be provided for receiving government letters and correspondence.

The registered address must be a physical address and cannot be a PO Box.

   

Public Information

Information about company officers viz. directors, shareholders and company secretary is public information as per Hong Kong Company Laws.

It is mandatory to file details of company officers with the Hong Kong Company Registrar.

To maintain confidentiality, a nominee shareholder and nominee director can be appointed by utilizing the services of a professional services firm.

   

Business Registration Certificate

   

According to Company Ordinances, a company incorporated in Hong Kong must apply to the Inland Revenue Department for a Business Registration Certificate within one month after its incorporation.

   
   

Documents Required for Incorporation

A copy of the Memorandum and Articles of Association for the company

A duly completed Company Incorporation Form that includes the following information:

       ο    

Company name

  ο

Registered address

  ο

Brief description of business activities

  ο

Particulars of shareholders, directors and company secretary

  ο

Liability of members

  ο

Share capital registered on incorporation

  ο

Number of shares taken up by subscribers

  ο For non-resident shareholders and directors:
      ♦    

Copy of passport, overseas residential address proof, bank reference letter

   

For resident shareholders and directors:

      ♦

Copy of Hong Kong identity card

    For corporate shareholders and directors:
      ♦

Copy of parent company registration documents such as Certificate of Incorporation, Business Registration Certificate and Memorandum & Articles of Association

Note: Officially certified translated versions for any non-English documents must be provided.

   

Processing Time

• 

Depend on the type of company – Tailor-made Company (i.e. brand new company) or Ready-made Company (i.e. Shelf Company which has been already formed with Certificate of Incorporation)

For tailor-made company, it takes around 1 - 2 weeks whereas for ready-made company, it can be processed within 1 - 2 working days only.

   

 

For further enquiry, please contact us

Back