Company Registration

Nature and Key conditions of limited company formation in Hong Kong:

Company name

1. Company name must be unique.

2. Company name must not include certain restricted words.

3. Company name can be in English or Chinese or both.

Share Capital

1. Minimum HK$1 share capital to be issued and paid up.

2. No restriction on the maximum issued and paid up share capital.

3. The liability of each shareholder is limited to the issued and paid up share capital.

4. Issued and paid up share capital is not the required minimum deposit amount in bank account.

Shareholder and Director

1. Minimum one Shareholder to the maximum of 50 Shareholders.

2. Minimum one Individual Director (aged 18 or above).

3. A company is allowed to act as Shareholder or Director.

4. Shareholder and Director can be the same person or same company.

5. Shareholder and Director can be individuals of any nationality, domicile and residence.

Company Secretary

1. A Company must appoint a Company Secretary (to ensure compliance with ongoing legal returns, accounts, audit and other requirements).

2. We are a licensed corporation, and can act as your Company Secretary.

3. If the Shareholder and the Director are two separate person, then either one of them can be appointed as Company Secretary.

4. If the Shareholder and the Director is the same person or the same company, then a third party (individual or company) should be appointed as company secretary.

5. The sole director of a company shall not also be the company secretary.

Registered Office Address

1. A Company must have a Registered Office address in Hong Kong.

2. We are a licensed corporation, and can provide you with a Registered Office address in Hong Kong.

Significant Controllers Register ("SCR")

From 1 March 2018, a Hong Kong incorporated company must

1. take reasonable steps to identify its significant controllers,

2. give notices and obtain required particulars of significant controllers, 

3. enter the required particulars of its significant controllers in the SCR and keep them up-to-date,

4. keep its SCR at the company's registered office or a place in Hong Kong, and

5. allowing inspection by law enforcement officer.

Failure to comply with the SCR obligations or made false statement is a criminal offence. The company and every responsible person of the company are liable to a fine at level 4 (i.e. HK$25,000). Where applicable, there is a further daily fine of HK$700.

The above is an extraction notes which does not constitute legal advice, for details of the SCR compliance, please refer to the External Circular and Publications of the Hong Kong Companies Registry . 

Designated Representative

From 1 March 2018, a Hong Kong incorporated company must

1. designate at least one person as its representative to provide assistance relating to the company's Significant Controllers Register to a law enforcement officer.

2. appoint one of the following person as the company's Designated Representative -
   (a) A shareholder, director or an employee of the company who is a natural person resident in Hong Kong, or
   (b) A HK qualified accounting professional, a HK qualified legal professional or a "HK Trust or Company Service Providers licensee". 

Ongoing compliance

1. A company must observe its statutory obligations under the Hong Kong Companies Ordinance and file annual returns, specified forms etc. within the prescribed time period on an ongoing basis.

Taxation

1. Profits tax is payable on profits generated in Hong Kong. Only those profits which arise in or are derived from Hong Kong are liable to profits tax in Hong Kong.

2. If the profits derived outside Hong Kong, it may be treated as offshore sourced and non-taxable in Hong Kong.

3. No need to pay tax if there is no assessable profit.

4. With effective from 1 April 2018, the profits tax rate for the first HK$ 2 million of profits of corporations is lowered to 8.25 per cent.  Profits above that amount will continue to be subject to the tax rate of 16.5 per cent.

5. In Hong Kong, many items are tax deductible.

Steps of setting up a new Hong Kong Limited Company

1. Decide on your preferred company name(s).

2. Fill in the Online Application Form (click here) and return to us.
   (either email to info@profitaccounting.hk or fax (24 hours) to (852) 3188-5078) 
   together with copy of identity card or passport and proof of residential address of all shareholder(s), director(s) and company secretary.

3. We will check whether the proposed company name is available for registration.

4. We will contact client for identity verification.

5. After checking your application documents, we will email fee note to you for settlement.

6. We will prepare official documents within two hours after we have received your payment.

7. We will email the documents to you for signing.

8. You will need to send the original signed official documents to our office for filing.

9. We will submit the orginial signed official documents to Companies Registry.

10. All company documents and Green box set are ready
    (Brand-new company will be ready in approximately 7 working days, subject to the approval time required by the Companies Registry)

11. We will notify you once the company is incorporated.
    You can collect the company documents and green box in our office or we can courier the company documents and green box to you.

Note 1 - Company Secretarial Services Package (includes government fee of HK$105)

1. Asia Pacific Business acting as Company Secretary for your company until the anniversary date of your company.

2. We will prepare and file the Annual Returns to Companies Registry.

3. We will provide advisory service of company's secretarial matters for your company. 

4. Our company secretarial department is lead by Qualified Hong Kong Certifiled Public Accountant. Therefore, you can be assured that your company's compliance will be properly managed.

5. We charge separately on all other services that we have to carry out in the capacity of your company secretary.

Note 2- Designated Representative service and Significant Controllers Register ("SCR") service

From 1 March 2018, a Hong Kong incorporated company must designate one person as its representative to provide assistance relating to the company's Significant Controllers Register to a law enforcement officer. Also, a Hong Kong incorporated company must keep its SCR at the company's registered office or a place in Hong Kong, and allowing inspection by law enforcement officer.

Failure to comply with the SCR obligations or made false statement is a criminal offence. For our extraction notes of the SCR compliance, please click here. For details of the SCR compliance, please refer to External Circular and Publications of the Hong Kong Companies Registry. 

Our services of designated representative and Significant Controllers Register ("SCR") includes, 

1. Asia Pacific Business acting as Designated Representative for your company until the anniversary date of your company.

2. We will keep your company's Significant Controllers Register ("SCR") at our office until the anniversary date of your company.

3. We will answer enquiry and inspection by law enforement officer of Hong Kong. 

Note 3 - Registered Office address package

1. Use our office address to be your company's Registered Office.
   
   Our office in Room 1203, 12/F, W50, 50 Wong Chuk Hang Road, Hong Kong.

2. Use our address as the registered office for your company.

3. Use our address as correspondence address (for all government departments, banks and all your company letters) for your company.

4. We will notify you by email on any mail and small parcel received for your company.

5. Collect your company's mail and small parcel at our office or

6. Client can choose : by single instruction, on weekly or monthly basis to forward mails and small parcels to designated address (extra postage cost will be charged separately).

Note 4 - Arrangement of bank account opening meeting

1. Nowadays in Hong Kong, it normally can take up to one month to make an appointment with the bank for bank account opening.

2. However, with our network and the long-term relationship with the banks. We can assist and expedite in arranging bank account opening meeting in one of the following banks. 
   (HSBC, Bank of China, DBS, or one of the virtual banks, such as Currenxie)

3. Our company formation package service fee does not include bank account opening fee charged by the bank.

4. Bank account opening is the bank's commercial decision. Our firm does not guarantee the successful of bank account opening.

Steps of buying up a Shelf Hong Kong Limited Company :

1. Choose company names in the HK Shelf Company List (click here)

2. Fill in the Online Application Form (click here) and return to us.
   (either email to info@profitaccounting.hk or fax (24 hours) to (852) 3188-5078)
   together with copy of identity card or passport and proof of residential address of all shareholder(s), director(s) and company secretary.

3. We will check whether the proposed company name is available for registration.

4. We will contact client for identity verification.

5. After checking your application documents, we will email fee note to you for settlement.

6. We will prepare official documents within two hours after we have received your payment.

7. We will email the documents to you for signing.

8. You will need to send the original signed official documents to our office for filing.

9. We will submit the orginial signed official documents.

10. All company documents and Green box set are ready
    (Shelf company ready in 1 working day)

11. We will notify you once the company is incorporated.
    You can collect the company documents and green box in our office or we can courier the company documents and green box to you.

Note 1 - Company Secretarial Services Package (includes government fee of HK$105)

1. Asia Pacific Business acting as Company Secretary for registration purpose.

2. We will prepare and file the Annual Returns to Companies Registry.

3. We will provide advisory service of company's secretarial matters for your company.

4. Our company secretarial department is lead by Qualified Hong Kong Certified Public Accountant. Therefore, you can be assured that your company's compliance will be properly managed.

5. We charge separately on all other services that we have to carry out in the capacity of your company secretary.

Note 2 - Registered Office address package

1. Use our office address to be your company's Registered Office.
   
   Our office in Room 1203, 12/F, W50, 50 Wong Chuk Hang Road, Hong Kong.

2. Use our address as the registered office for your company.

3. Use our address as correspondence address (for all government departments, banks and all your company letters) for your company.

4. We will notify you by email on any mail received for your company.

5. Collect your company's mail at our office or we forward your company's mail to you on request (extra postage cost will be charged separately).

6. Client can choose : by single instruction, on weekly or monthly basis to forward mails and small parcels to designated address (extra postage cost will be charged separately).

Note 3- Designated Representative service and Significant Controllers Register ("SCR") service

From 1 March 2018, a Hong Kong incorporated company must designate one person as its representative to provide assistance relating to the company's Significant Controllers Register to a law enforcement officer. Also, a Hong Kong incorporated company must keep its SCR at the company's registered office or a place in Hong Kong, and allowing inspection by law enforcement officer.

Failure to comply with the SCR obligations or made false statement is a criminal offence. For our extraction notes of the SCR compliance, please click here. For details of the SCR compliance, please refer to External Circular and Publications of the Hong Kong Companies Registry. 

Our services of designated representative and Significant Controllers Register ("SCR") includes, 

1. Asia Pacific Business acting as Designated Representative for your company until the anniversary date of your company.

2. We will keep your company's Significant Controllers Register ("SCR") at our office until the anniversary date of your company.

3. We will answer enquiry and inspection by law enforement officer of Hong Kong. 

Note 4 - Arrangement of bank account opening meeting

1. Nowadays in Hong Kong, it normally can take up to one month to make an appointment with the bank for bank account opening.

2. However, with our network and the long-term relationship with the banks. We can assist and expedite in arranging bank account opening meeting in one of the following banks. 
   (HSBC, Bank of China, DBS, or one of the virtual bans such as Currenxie)

3. Our company formation package service fee does not include bank account opening fee charged by the bank. 

4. Bank account opening is the bank's commercial decision. Our firm does not guarantee the successful of bank account opening.