-->Establish companies

HONG KONG

Introduction

Hong Kong is on the south east coast of China. With the handover of sovereignty of Hong Kong to China, the newly created Hong Kong Special Administrative Region has a vital role to play in China's continuing economic development. This infrastructure, a low tax rate, no exchange control and a Government committed to minimum regulation are the ingredients which have made Hong Kong a significant gateway for investment into and from China.

Confidentiality

There is no requirement to disclose beneficial owners of the Company under the Hong Kong Companies Ordinance.

Exchange Control

There is no foreign exchange control in Hong Kong and no restrictions on foreign investment or on the transfer of income and capital in foreign currencies.

Company Formation

Hong Kong companies are incorporated pursuant to and governed by the Hong Kong Companies Ordinance. The most common type of company is private company limited by shares. Unlimited companies and companies limited by guarantee may also be formed.

We may incorporate Hong Kong companies specifically to client's instruction. It takes about 7 working days for the issuance of the Certificate of Incorporation. Alternatively, shelf companies are immediately available and can be restructured as the client directs. Following are some basic requirements for Hong Kong companies:

Name

Company names which are the same as or similar to existing names are not allowed. The name must be in English or Chinese or both in English and Chinese and must end with the word "limited".

Share Capital / Shareholders

There is no minimum share capital requirement. The common authorised capital is HK$10,000 and the minimum issued capital is one share. Share capital can be denominated in currencies other than Hong Kong dollars and multiple currency share capital is permitted. Separate classes of shares with different rights to dividend and in different currencies are permitted.

The minimum number of shareholder is one. The shareholder may be either individual or corporation and need not be a Hong Kong resident.

Directors / Secretary

The minimum number of director is one, who may be individual or corporation. The director need not be a Hong Kong resident. Details of the directors must be filed with the Companies Registry and made available to the public.

A company secretary must be appointed. The sole director cannot be the company secretary. An individual secretary must be a resident of Hong Kong. A corporate secretary must have its registered office or a place of business in Hong Kong. Details of the company secretary must be filed with the Companies Registry and made available to the public.

Registered Office

All companies must have a registered office in Hong Kong.

Taxation and Annual Requirements

  • Any company carrying on business in Hong Kong must obtain a Business Registration Certificate. The annual Business Registration Fee is due and payable within one month of the date of incorporation and then annually on the anniversary of incorporation.

  • Normally, the first set of profits tax return will be issued to companies about 18 months after the company's incorporation and annually at the end of each tax year (31st March). The first set of tax return must be submitted with audited accounts within three months of its issue. Subsequent tax returns are required to be submitted with audited accounts within one month of its issue. Generally, extension for filing may be granted upon request by the company's tax representatives.

  • Inland Revenue Department may issue an Employer's Return of
    Remuneration and Pensions to companies at the end of each tax year (31st March). Every company must report remuneration paid to the employees within one month of its issue.

  • Every Hong Kong company must have an annual audit performed by a qualified independent auditor.

  • Every company must hold an annual general meeting within 18 months of its incorporation and at least once every calendar year thereafter to receive the audited accounts and elect and appoint officers.

  • Within 42 days of the anniversary of the company's incorporation, an annual return must be filed with the Registrar of Companies.