What Is a Hong Kong Company?
In Hong Kong, companies are commonly known as private limited business entities. They are also commonly known as a Private Company Limited by Shares. These companies would have “Ltd.” Registered at the back of the company name, and it is known as the best vehicle for any entrepreneur who is looking to do business in Hong Kong.
Companies in Hong Kong are registered and incorporated with the Companies Registry, which falls under the Companies Ordinance. There are other business entity options available in Hong Kong, however, the majority (99%) of investors choose to set up Private Limited Companies. There are currently approximately 500,000 private limited companies registered in the country.
Basic Guidelines Which Explain What Is a Hong Kong Company
Private limited companies in Hong Kong are considered separate legal entities from its members. This means that the members’ liability is limited only to the amount of shares to which they are subscribed.
The members of this business entity consist of:
- Directors – They take up the management position within the company
- Shareholders – These are members who hold some ownership in the company
- Company Secretary/Secretaries – They are the ones who are responsible for handling all government statutory compliance related matters.
A company in Hong Kong will be required to disclose the name of the director, passport number, issuing country and residential address of the company’s director. As for the shareholders, names, registered address, class of shares and number of current shareholding for its shareholder members must be disclosed. The company secretary will be required to disclose the same information as the director.
The registered address of the business must be disclosed. The following information about the company must also be made available to the public:
- The company name search
- The company particulars search
- Register of charges search
- Register of disqualification orders search
- Image record search
- Directors index search.
The searches mentioned above are free to conduct, except the image record search. A fee may be charged to obtain certain documents or items.
Applications to lodge your company incorporation in Hong Kong can be filed with the Companies Registry. If you intend to conduct business in Hong Kong, you must also be registered with both the Inland Revenue Department, and the Business Registration Office at least one month before you commence your business.
At least one director and one company secretary is required for private limited companies in Hong Kong. If your company has only one director at present, then the sole director of the company will not be able to act as the company secretary at the same time. A non-Hong Kong resident can be appointed as the company director. There is also no requirement that shareholders should be Hong Kong residents. A sole shareholder can be a director of the company.
The company secretary should ordinarily reside in Hong Kong if they are an individual. If the company secretary is a body corporate, then it will need a registered office or place of business, and it should be in Hong Kong.
Choosing Your Hong Kong Company Name
In Hong Kong, English and traditional Chinese are the two available languages. This means that a company can have its business name registered in either of these two languages. The company may also choose to have both an English and a Chinese name. However, a combination of English words or letters and Chinese characters are not allowed. Simplified Chinese characters are also restricted.
Your company should also not have any names which may be misleading to the public. The name that you choose should not indicate any connection to the Hong Kong government, any government agency or department, or any connection to the Central People’s Republic of China Government. Prohibited names also include anything which may indicate or suggest smuggling, drug trafficking or money laundering in any way.
If your name includes the words bank, unified exchange, stock exchange or insurance, you will require a related license. You will also need a license if your company name contains words which may be misleading and lead people to believe that the company may bear any relation to the government.
Acquiring Your Hong Kong Company Business Address
Any company intending to be incorporated in Hong Kong must provide a physical Hong Kong address. No P.O. Boxes are permitted, and there is no requirement which states that the company must own or rent a real office premise as a registered address. An office address is necessary as it is one of the statutory compliance. All government letters will also be posted to your registered company address.
Any Hong Kong address of a business centre, shared office or residential address will be permitted.
Your Hong Kong Company Must Have a Significant Controllers Register
Every company in Hong Kong must have a Significant Controllers Register, and this can either be in electronic or hard-copy form. This register must contain the particulars and details of the person or persons that have significant controlling power to the company. The register will be stored in the company’s Hong Kong registered office address or a place in Hong Kong. It will be the company’s responsibility to identify, obtain and information of its Significant Controllers which is up-to-date. The company is also responsible for keeping the registers available for inspection when they are needed.
Your Hong Kong company will also need to appoint at least one person to be your Designated Representative. When law enforcement officers need access to the Significant Controllers Register, the Designated Representative is the one who provides assistance.
Your representative can be either a Hong Kong resident who is:
- Aged 18 or above
- The shareholder, director or employee of the company
Or a Hong Kong accounting professional, a legal professional or a registered licensee of the Hong Kong Trust of Company Service Provider.
Opening Your Business Bank Account in Hong Kong
Banks in Hong Kong make it their priority to get to know their clients. This means that directors of the company must be physically present during the opening of the bank account to meet and greet the bankers. In addition, the directors will be required to provide a certified copy of identification documents and residential information for all beneficial owners of the company to open the bank account.
Looking to Incorporate a Business in Hong Kong? We Can Help!
3E Accounting is a leading service provider for company incorporation, accounting, tax, payroll, immigration and compliance services that assist start-ups and SMEs in Hong Kong get off to the right start with their business. Should you wish to establish a business in Hong Kong, contact us today for more information and let us help you get started.