Setting Up a Company in Hong Kong

26/08/2017

In 2016, we gave you five good reasons to set up your business in Hong Kong. In 2017, this piece of advice still holds true. Hong Kong continues to maintain its edge in international rankings for ease of doing business. It came out on top in the IMD’s World Competitive Scoreboard and the Index of Economic Freedom and was ranked 9th in the world in the Global Competitiveness Index 2016-2017. Government support for startups also remains strong. Last year, the government injected HKD 5 billion into the Innovation and Technology Fund (ITF) and announced a HKD 2 billion Innovation and Technology Venture Fund to encourage private venture funds to invest in startups through a matching process.

If you are currently running a business in Australia and New Zealand and would like to expand into the Asian market, Hong Kong is a good choice given its prime environment for entrepreneurship. Here, we’ll give you the lowdown on how to set up your business in Hong Kong.

Registering your business

In order to start your business in Hong Kong, you will need to register your company with the Companies Registry. The Companies Registry is responsible for processing applications for the incorporation of local limited companies, as well as the registration of non-Hong Kong companies which were incorporated outside Hong Kong and have established a place of business in Hong Kong.

Apply for business name & obtain a certificate of incorporation

The first step would be to choose a company name (which may be in English, Chinese or both). The Guideline on Registration of Company Names for Hong Kong Companies contains information you should keep in mind as you select a company name. Search online at the Cyber Search Centre of the Integrated Companies Registry Information System (ICRIS) to ensure that your proposed company name is not already taken.

Note that your company name will only be confirmed after your application has been processed.

Decide business structure

Before registering your business, think about the advantages and disadvantages of each type of business structure and determine which best suits your purposes. The business structure will affect your tax obligations. If you’re thinking about using the business structure of a company, the following options are available to you:

  • Company limited by shares
  • Company limited by guarantee
  • Unlimited company
  • Branch

Incorporate your company

 In order to file for incorporation, you will need to submit the following documents:

  • An Incorporation Form signed by the founding member(s) – Form NNC1 (for company limited by shares) or Form NNC1G (for company not limited by shares);
  • A copy of the Articles of Association (AA);
  • A Notice to Business Registration Office (IRBR1).

These documents can be submitted with the relevant fees either in hard copy at the Queensway Government Offices or online Companies Registry at the e-Registry portal. 

Upon filing of these documents and successful approval, you will be issued a Certificate of Incorporation (or the Certificate of Registration of Non-Hong Kong Company) and Business Registration Certificate in electronic form for online applications and in hard copy for hard copy applications. Electronic Certificates will typically be issued within one hour after submission of documents while it may take several days for applications submitted in hard copy form.

Want more comprehensive information about how to go about registering your company in Hong Kong? Learn more with our eBook on Incorporation: 

Download your free eBook

 

After incorporation

Once your company is incorporated, the next step would be to get your business up and running.

Open a corporate bank account

Before heading down to a bank to open a corporate bank account, make sure that you prepare the following:-

  • All the documents required by the bank’s application form, including certification by either a certified, public accountant, company secretary, lawyer or banker;
  • Initial minimum deposits (required by most banks in Hong Kong in order to open a bank account);
  • Any other requirements for foreign companies (check with the bank accordingly).

Due to strict due diligence procedures, almost all banks in Hong Kong will require the physical presence of the account signatories, principle directors and shareholders at the time of opening the bank account. However, this requirement may be exempted in some cases and the documents can be signed at one of the bank’s overseas branches in the presence of a witness should a key party not be able to be present.

Apply for the relevant licenses & permits

In order to commence business operations in Hong Kong, you may require particular government licenses, permits, certificates or approvals. To determine which licenses and permits apply to your business, check out the following useful resources:

Determine your tax obligations

If you are a business operating in Hong Kong, you will have to pay corporate taxes on the profits from your business. Your tax obligation varies depending on various factors, including the scope of charge, exemption and deductions to name a few.

Check out the Profits Tax section on the GovHK website for more information.

Fulfil your obligations under the MPF system as an employer

As a business employing staff, whether full-time or part-time, you are required to enrol your employees aged 18 to below 65 in a Mandatory Provident Fund (MPF) scheme. You may select from one of the schemes under the MPF system and should consider factors such as the types of constituent funds available and the fees and charges payable under the scheme. For more information, check out the Employers’ Handbook on MPF Obligations by the MPF Schemes Authority (MPFA).

Comply with annual filing requirements

Your company will need to comply with annual filing requirements and deadlines administered by the Companies Registry and the Inland Revenue Department (IRD). This may include the following:

  • An Annual Return filed with the Companies Registry once, every calendar year (except in the year of incorporation);
  • Additional statutory documents in addition to the Annual Returns, as required under the Companies Ordinance (CO). The filing requirements vary depending on whether you are a Local Limited Company or a Registered Non-Hong Kong Company.

Access funds & resources for small businesses

Seek advice on startup issues as well as grants available to you’re your small business. Some resources for picking up information relevant to small businesses include the following:

  • InvestHK which works with foreign entrepreneurs, SMEs and multinationals looking to set up an office or expand their existing business in Hong Kong offers free advice and services to support companies.
  • HKTDC SME Start-up Programme which provides supporting services for the stages in your startup roadmap, including operational management and sales promotion.

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