Hong Kong
Company Requirements &
Formation Procedures

Requirements

It is easy to form a limited company incorporated in Hong Kong (HK). There are almost no restrictions provided that there are no existing HK companies with identical names and no well-known companies with similar names. It requires minimum one director and one shareholder; a resident company secretary and a HK registered office. However, none of the directors or shareholders is required to be HK residents. Our Firm may provide the services of HK resident company secretary and registered office. Further, a HK company’s name must end with the word “Limited”, but is not required to contain the words “Hong Kong”.

A Company Secretary is required to Execute the Following:

– preparing minutes of a board meeting convening an annual general meeting;
– preparing a notice of an annual general meeting;
– preparing minutes of an annual general meeting;
– preparing an annual return and submitting the same to the Companies Registry: and
– ensuring that the requirements of the Companies Ordinance are properly complied with based on the information provided by the directors.
Further, a HK company is required to submit audited accounts to the Inland Revenue Department every year, except for the first audited accounts, which can be submitted within eighteen months. Its financial year-end date can be fixed at any date in a year. The commonly used year end dates in Hong Kong are 31 March and 31 December.

Nominee Director’s & Shareholders Services

We may act as the registered shareholders and directors of our clients’ companies holding the companies’ shares on trust of our clients. Therefore none, except the HK Inland Revenue Department (IRD), can find out that the companies are actually owned by our clients, and the IRD have a statutory duty not to disclose any information to any one.
Our clients’ interest in the companies is protected by documents called “Declaration of Trust”, which are duly signed by us and stamped by the IRD.

Procedures

1. A client shall fill in and submit to us the Formation Form for providing the details of proposed company name, shareholders, directors, secretary and registered office. Then we shall check and confirm if it is registrable within two to three working days.
2. We shall prepare all the documents for incorporating a company, including Memorandum and Articles of Association, appointment of first directors and secretary, notice of registered office and application for business registration certificate.
3. The client will sign all the documents (but not dating any) and return the same back to us.
4. We shall arrange the filing of the documents to the Companies Registry and apply for business registration certificate.
5. After obtaining the business registration certificate from the Inland Revenue Department, the documents (including chops and certified true copies) will be sent to the client, and then the company can be used.
6. The procedures are usually completed within two weeks (excluding transit time of documents).