Everything You Need to Know About Hong Kong Company Setup in 2025
With its strategic location offering access to mainland China and a thriving business environment, Hong Kong is a top choice for any foreigner setting up a company in Hong Kong.
To register an offshore company in Hong Kong and operate through a Private Limited Company, there are several regulatory requirements you must meet as part of the company formation process.
This article provides comprehensive information about registering a company in Hong Kong that covers the basic company incorporation requirements, the Hong Hong limited company registration procedure, timeline, and compliance requirements.
Who Are the Authorities / Registry in Company Incorporation?
1. Companies Registry
- It administers and enforces the Companies Ordinance (Chapter 622, Laws of Hong Kong).
- It is responsible for the incorporating of local limited companies (Company setup in Hong Kong) and the HK business registration of non-Hong Kong companies (companies that were not incorporated in Hong Kong and have a place of business in Hong Kong).
2. Business Registration Hong Kong Office
- Under the Inland Revenue Department
- It administers the Business Registration Ordinance (Chapter 310, Laws of Hong Kong).
- It is responsible for registering businesses carried on by an individual, a partnership, a local private limited company, or a non-Hong Kong company.
3. Trade Marks Registry
- Under the Intellectual Property Department
- It is responsible for providing trademark registration services to members of the public under:
- The Trade Marks Ordinance (Chapter 559, Laws of Hong Kong), and
- The Trade Marks Rules (Chapter 559A, Laws of Hong Kong).
What Are the Basic Requirements for Company Registration in Hong Kong?
1. Company name
Having a Hong Kong limited company’s name is part of the requirements in registering a Hong Kong company and company formation Hong Kong.
a. Company name guidelines
- You cannot use a Hong Kong limited company’s company name (for company setup in Hong Kong) that is currently in use or is in the process of being registered.
- Any name that could give the impression/idea that the company is linked to the Hong Kong government or any government department is strictly prohibited from registering a Company.
- The company name can be in English, in Chinese, or both languages. However, combining Chinese and English characters is not allowed for Company Registration.
- The English company name must have the word “Limited”.
- The Registrar could reject the company name registration if it is offensive or would constitute a criminal offence.
- Reference: Guidelines on Registration of Company Names for Hong Kong Companies
b. Company Name Check
To avoid using the same company name for Hong Kong company formation services, it is advisable to run a company name search via the following channels:
- The Company Registry’s Cyber Search Centre
- The Company Search Mobile Service
- The Public Search Centre at the Companies Registry
- The Intellectual Property Department (“IPD”) Online Search System
2. Directors of Limited Company
- At least one director must be a natural person at least 18 years old to register a company in HK.
- They can be a foreigner and a Hong Kong non-resident.
3. Shareholders of a Limited Company
- When registering a company in Hong Kong, the minimum number of shareholders required is one.
- 100% Foreign or local shareholding is allowed for company registration in Hong Kong. There are no foreign shareholding restrictions.
4. Significant Controllers Register and Designated Representative
- The company must appoint at least one person as the company’s Designated Representative before it registers the company in HK.
5. Company Secretary
- A mandatory requirement to appoint a company secretary when registering a Hong Kong company.
- If the secretary is an individual, they need to be ordinarily resident in Hong Kong.
- If the company secretary is a body corporate, its business place or registered office address must be in Hong Kong.
- If the company has only a sole director, he cannot himself act also as the company secretary of the company.
- Appointment of a nominee company secretary is allowed.
6. Share Capital
- No minimum share capital requirement for registered company in Hong Kong.
- Share capital is not limited to the Hong Kong Dollar and can be expressed in any primary currency.
- Shares can be transferred freely (subject to a stamp duty fee).
- The usual practice for companies registered in Hong Kong is to have at least one shareholder with one ordinary share issued.
- Issued Share Capital (commonly known as paid-up capital) is the portion of share capital that is issued and subscribed by the shareholders.
7. Registered Address
- A local Hong Kong address is required as the company’s registered address.
- A P.O. Box cannot be treated as the registered company address.
- Only a valid physical address is accepted as the company’s registered address.
8. Public Information
- If you want to have more confidentiality when registering a company in Hong Kong, you can opt to appoint a nominee corporate shareholder and a nominee director.
9. Taxation
- Under the two-tiered profits tax rates regime, the Corporate profits tax rate for the first $2 million of assessable profits is 8.25%. Assessable profits above $2 million are subject to a tax rate of 16.5%.
- The Hong Kong taxation system is on a territorial basis.
- Only profits generated from Hong Kong are subject to Hong Kong’s income tax.
- No capital gains tax, dividend withholding tax, or GST/VAT.
10. Annual compliance requirement
- An annual audit of accounts by HK Certified Public Accountants is mandatory. A Private Limited Company must file its audited accounts and income tax return annually with the IRD, Inland Revenue Department.
- All companies must file annual returns with CR the Companies Registry (CR) and pay the annual business registration fee (BR Fee).
- The Hong Kong Business Registration Certificate must be renewed annually or once every three years, a month before expiry.
- The Annual General Meeting (“AGM”) must be held every financial year. The company must hold its AGM within 9 months after its financial year end date. In the case of the first financial period, which is longer than 12 months, the company must hold its AGM within 9 months after the first anniversary of the company’s incorporation, or 3 months after the end of that financial period, whichever is later.
- A company can dispense with holding AGMs by a written resolution or a resolution at a general meeting passed by all members. Also, a single-member company is not required to hold an AGM.
11. Government Fees (on or after 1 April 2019)
- Company registration (government fee): HKD1,720.
- The HK Business Registration Certificate (government fee)(BR Fee): Refer to Business Registration Fee.
- Levy to the Protection of Wages on Insolvency Fund.
- Company registration in Hong Kong: one-year certificate, three-year certificate.
Did You Know
The company and every responsible person in breach of the Amendment Ordinance could be liable for a fine levied at HK$25,000 (US$3,100) and, where applicable, a further daily fine.
What Documents Do You Need for Hong Kong Company Registration?
- Company’s Articles of Association.
- A Notice to Business Registration Office (IRBR1).
- A completed company incorporation form with the following information:
- Company name.
- Registered company Hong Kong address.
- Proposed business activities description.
- Details of director(s), shareholder(s) and company secretary.
- Member’s liability.
- Share capital register on company incorporation.
- Number of shares subscribed by the subscribers.
- Information required for non-resident director(s) and shareholder(s):
- Passport copy.
- Proof of overseas residential address.
- Information required for resident director(s) and shareholder(s):
- Hong Kong identity card copy.
- Proof of residential address copy.
- Information required for corporate director(s) and shareholder(s):
- Parent company registration documents copy (i.e. Company Incorporation Certificate and Articles of Association).
What is the Company Incorporation Process?
The company incorporation process at the Hong Kong Companies Registry (“CR”) is fast and easy. There are three ways of application available to submit your application:
- Via the online application via the 24-hour portal e-Registry,
- Via the “CR eFiling” mobile application, which can be downloaded from the App Store or Google Play (free of charge), or
- By submitting the documents in hard copy to the CR
It takes only one hour to process the application for company incorporation and business registration if submitted online. Hard copy applications will usually be processed in the four-day window.
Engaging a Professional Accounting Firm for Company Registration Services
The accounting firm usually handles all the required steps with its end-to-end company incorporation services. We, 3E Accounting Limited, offer Hong Kong company registration services that cover:
