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A Complete Hong Kong Company Incorporation Guide

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A Complete Hong Kong Company Incorporation Guide

Since the 2000s, Hong Kong has been a record holder for a free economy, less bureaucracy, and restrictions. It’s a top financial hub for entrepreneurs and a vibrant economy in Asia-pacific regions. Further, Hong Kong takes 6th place in the world economic forum's competitive index. The state is ruled by international jurisdictions, which are ideal for businesses. 

On the other hand, the 5 billion HKD the government allocated to the technology and innovation faculty promotes venture capital flow to startups. If we compare the swiftness of the processes on how to form a company in Hong Kong to the rest of the cities in the world, Hong Kong will top the list. However, this should not be a gloss over to foreigners, especially the challenges they may bump into. 

Nonetheless, if you intend to incorporate a company in Hong Kong, you will have to register it first. Then try incorporating it with these steps. 

 

Step 1 – Choose the type and name of the company

The company registry in Hong Kong is the legal organization that oversees the incorporation process. Your application can be submitted electronically or physically to the registry. The first step is usually choosing a company name. However, there are only two types of companies in Hongkong. 

  1. Company limited by shares – Here, the amount of liability of members and the number of unpaid shares they hold is determined by articles of association. 

  2. Company limited by guarantee – There's no shared capital in this case. However, it is coherent to the former in that the articles of association limit the liability of members. Also, the amount the members give out to assess if the company is often wound up. On the other hand, non-profit organizations are incorporated as guarantee companies. 

The name you choose must be unique in a way that no other corporation is using it. Also, it should not infringe the intellectual property rights of a third party. Infringement of the IPR of others will result in criminal or even civil sanction in both Hongkong and any part of the world. The name registration process is done on the registry website. 

 

Step 2 - How to incorporate a company in Hong Kong and the documents needed 

The incorporation form signed by the founding members - if your company is limited by share, fill out the  NNC1 Form and NNC1G for the not limited by shares.  

  1. A copy of the article of association 

  2. A notification from designated to the business registration office IRBR1

One must submit the registration forms and a fee of HKD 1,720. Should the application be unsuccessful, they will get a refund of HKD 1,425. Again, the fee has limited duration such that to get a three-year certificate; one must pay HKD 3,950 AND HKD$ 250 for a one-year certificate. 

 

Harmonize the Documents to Register a Hong Kong Company.

  1. The aforementioned documents should accompany these 

  2. Documents showing the company’s name and the registered address 

  3. Description of the to-be conducted business 

  4. Documents with shareholders, company secretaries, and directors names, addresses, and proof of the existence

  5. The liability of company members 

  6. A document showing the share capital and the number of shares taken by each holder

  7. Official copy from the parent company such as the certificate of incorporation and articles of association 

Not that all the documents in English should be translated before the presentation. 

 

Step 3: Delivery of application 

You have to deliver these documents to the registry, each accompanied by the correct fee. If you choose to do this online, send it through to the e-Registry" or the CReFiling mobile app. As with the hard copy, the forms should be dropped at the Queensway government offices. 

 

Step 4 – Collect certificates

Assuming that your applications are approved, you can download or physically collect the certificate of incorporation. Note that both hard copy and electronic certificates have the same legal effect. 

 

Application delivered in electronic form 

Provided that the certificate is applied for a private company limited shares, it will be delivered within one hour. The download confirmation will be sent to the email address used in the application process.

 

Application delivered in hard copy form

Certificates to be issued to companies limited by shares in hard copy form are usually delivered within four working days. The applicant may still get an email notification or fax after the certificate is approved.

Also, the certificates should be personally collected from the registry. This step requires one to present the notification of collecting the certificate and company's identification credentials. If the applicant wishes to send a different party, he will have to issues him a written authorization and the identification documents. 

 

Winding-up 

After a month from the incorporation date, the company should be registered with the business registration office of the inland revenue department. It's a must for you to present the certificate from the business registration office at their place of work.

You can also proceed by opening a corporate bank account and ensure you keep all annual auditing files. Lastly, the inland revenue department requires every incorporated company to file annual returns. And remember to collect all the relevant certificates after your application is approved.