Company Registration in Hong Kong

A free port with a highly developed transportation and brokerage infrastructure, convenient access to trade finance products, and an advantageous geographical location for transshipment and re-export within the region. Taxes are levied only on profits derived from Hong Kong; there is no VAT and no capital gains tax. Corporate registration and a bank account are typically sufficient for trading.

Convenient international payment and banking infrastructure, simple incorporation process, and a favorable tax base for international sales. Well-suited for platforms, SaaS (Software as a Service), online retail, and digital services. The sale of goods/services not “derived” from Hong Kong may be exempt from local tax (territorial principle), though the VAT/customs regulations of the buyer’s country must be considered.

Favorable tax environment (no tax on dividends and no capital gains tax), a mature banking and legal ecosystem, and a network of double taxation treaties. Frequently used for holding overseas assets and distributing dividends. However, utilizing double taxation treaties may require a physical presence (economic substance).

Preferential access to the Mainland China market and the opportunity to conduct business on favorable terms under the Closer Economic Partnership Arrangement (CEPA), subject to meeting specified criteria, including obtaining Hong Kong Service Supplier status.

Yes, a Hong Kong company can hire foreign employees to work both within Hong Kong and abroad. To work within Hong Kong, work visas must be obtained. When hiring employees working outside of Hong Kong, the company must submit a remuneration/salary return to the Inland Revenue Department, and the employees will be exempt from Salaries Tax provided their stay in Hong Kong does not exceed 60 days during the financial year.

The cost of opening a company in Hong Kong depends on the type of company registered and the nature of the business activity you will engage in. The minimum service package costs $2,500 USD and includes: turnkey company registration, a registered office for a year and secretarial services, payment of all necessary duties and fees, as well as an apostilled set of incorporation documents.

The registration process for a new company in Hong Kong takes on average 1 to 4 business days, provided all documents are prepared correctly and submitted electronically. After receiving the certificate of incorporation, an additional 7-9 days are required to prepare the full set of statutory documents, perform notary certification, legalization, and, if necessary, apostilling for use outside of Hong Kong.

Yes, in Hong Kong, foreign citizens and non-residents can incorporate a company under the same conditions as local individuals. There are no restrictions regarding the citizenship or place of residence of the founders.

The registration process is entirely remote and includes several stages: choosing a company name, preparing statutory documents, submitting an application to the Companies Registry, and registering with the Inland Revenue Department (IRD). If the company’s business activity requires licensing (e.g., financial services, logistics, education), the relevant permits must be additionally obtained.

The Unique Business Identifier (UBI) is introduced to provide a single, unambiguous identification for legal entities in inter-departmental data exchange and business relations, reducing errors arising from using multiple numbers and simplifying administration.

In Hong Kong, the Business Registration Number (BRN), i.e. the first 8 digits of the Business Registration Certificate number—has been adopted as the UBI. For companies incorporated starting from December 27, 2023, this number is also specified as the registration number on the Certificate of Incorporation.

A name registered with the Companies Registry does not grant an automatic right to a trademark. Registering a company name as a trademark with the Intellectual Property Department (IPD) is possible if the trademark meets the eligibility criteria, meaning it distinguishes the applicant’s goods or services from others, is not descriptive or generic, does not mislead consumers, and does not infringe upon third-party rights.

It is recommended to conduct a preliminary search in the database of registered and pending trademarks using the IPD online system (http://ipsearch.ipd.gov.hk) to avoid overlap and the risk of infringement disputes.

The registration procedure consists of two stages:

• A preliminary inquiry regarding registration possibility (verifying uniqueness and compliance with requirements). In practice, such a check takes from 2 weeks to 2 months, depending on the complexity of the sign.
• Application submission, including the presentation of the graphical representation of the mark, word elements, description of colors, shape, etc., alongside a list of goods and/or services according to the relevant classification. Each category of goods or services requires a separate fee.
• Following registration, the owner obtains the exclusive right to use the trademark for the corresponding classes of goods and services and to prohibit its use by other parties.

Hong Kong legislation clearly defines the duties of directors, which are aimed at protecting the interests of the company and its members. First and foremost, directors owe a fiduciary duty—they must act honestly, in good faith, and in the best interests of the company as a whole, rather than for personal gain. Furthermore, directors are required to exercise due diligence when performing their functions.

Directors must ensure:

• filing of annual forms (e.g., Annual Return on Form NAR1) and renewal of business registration;
• maintenance of proper accounting records and statutory documentation (minutes, resolutions, etc.);
• arranging the preparation of audited financial statements;
• notifying the Companies Registry of changes in directors, shareholders, or registered office address;
• compliance with tax obligations before the Inland Revenue Department.

Failure to perform these duties entails both civil and criminal liability: penalties include fines, disqualification from holding a directorship, and, in certain cases of fraud or severe negligence, personal liability for the company’s debts.

The Business Registration Certificate is issued by the Inland Revenue Department for a term of 1 or 3 years. Additionally, the filing of the Annual Return serves as confirmation of the company’s renewal for the following year, displaying the structure and key data of the company: share capital, address, secretary, directors, and shareholders, as of each anniversary of the company’s incorporation date.

Furthermore, a Certificate of Continuing Registration (CCR) can be obtained from the Registry—this is an official confirmation that the company specified in the document remains on the register of incorporated legal entities as of the date of issue.

The certificate states the current names and the date of incorporation or redomiciliation; the document is widely accepted as proof of the company’s good standing before local and foreign authorities and institutions. An application for the certificate can be submitted online via the Registry’s e-Services Portal (www.e-services.cr.gov.hk). Once processed, the CCR is typically ready within 6 hours of ordering.

The Significant Controllers Register can be inspected by the significant controllers themselves, as well as by law enforcement agencies within their powers (including the Companies Registry, Customs and Excise Department, Hong Kong Monetary Authority, police, Inland Revenue Department, and Securities and Futures Commission).

The company is required to appoint a representative to assist with the inspection of the Register. Such a representative can be a shareholder, director, or another employee of the company who is an individual and a Hong Kong resident, or a certified auditor, lawyer, or a licensed trust and company service provider.

If access to the register is not provided upon request of a law enforcement agency, the relevant officer may apply to the court, and the court may order the company to permit the inspection and/or allow copying of the register, including issuing orders against third parties where the Register is stored. Refusal or failure to provide the Register results in criminal liability for the company and responsible officers: a fine of up to 25,000 HKD and an additional daily fine of 700 HKD; similar sanctions apply for non-compliance with the procedures for entering and updating information.

In Hong Kong, it is possible to establish both discretionary and specific trusts. Trust documents are not subject to registration. The law establishes no requirements for a trust to file an annual return, audited financial statements, etc., provided it does not conduct business within the territory of Hong Kong.

Unlike most offshore jurisdictions, Hong Kong has not reformed its trust legislation to become a more attractive territory for establishing trusts. In this regard, perhaps the only interesting tool is a private trust company, which can be used for private (typically family) purposes.

A private trust company in Hong Kong must comply with all requirements established for companies limited by shares, and is not entitled to use the word “trust” or “trustee” in its name or provide trust services to the general public.

Thus, the main function of a private trust company is that it acts as a trustee in relation to a single family or a group of interconnected trusts. Depending on the situation of a particular family or its goals and objectives, a private trust company in Hong Kong offers a number of advantages: it allows founders to plan the future ownership structure of a family business, retain control over the management of investments transferred to the trust, and ensures financial confidentiality.

Unlike traditional trust structures where the founder typically relinquishes control over the trust assets, a private trust company in Hong Kong allows the founder and their family to remain involved in the management, investment, and disposal of the trust assets, while ensuring the protection of the trust beneficiaries’ interests.

Yes, as a rule, a meeting is required. Under the Companies Ordinance (Cap. 622), a company is required to hold a general meeting as its annual general meeting for each financial year within 9 months after the end of the reporting period (for private companies). For cases involving the first extended or shortened period, the deadlines for holding the meeting are calculated separately.

However, holding an annual general meeting is not required if:

• all matters to be decided at the meeting are resolved by a written resolution, and the documents that would be required to be presented at the meeting are provided to the shareholders before the date the resolution is circulated;
• if the company has a sole member;
• “dormant” companies are exempt from the obligation to hold an annual general meeting until an accounting transaction occurs, after which the exemption ceases;
• in the case of a unanimous waiver of the annual general meeting: when all members with voting rights adopt a unanimous resolution under Section 613; such a waiver of the meeting can be revoked by an ordinary resolution of the company, after which annual general meetings become mandatory again.

The Employer’s Return of Remuneration and Pensions is an employer’s declaration on Form BIR56A, which employers submit to the Inland Revenue Department (IRD) regarding payments to employees for salaries, allowances, and pensions for the financial year (together with Form IR56B—an individual certificate of income for each employee).

A request to submit the return usually arrives within 12-18 months after the company’s registration; the return itself must be submitted within one month from the date the request is received.

The cost of submitting the return ranges from $365 USD for a company without employees (a nil return, submitted once) to $830 USD for 4-5 employees. In companies with employees, the return is submitted annually. Furthermore, when hiring a new employee, a notification is submitted ($280 USD) within 3 months from the date the employment contract is signed.

Failure to submit the return incurs a fine of 2,400 HKD ($310 USD), and in cases of regular failure to submit the return, the company may be struck off the register by a court decision.