Starting a business is an exciting step toward transforming ideas into reality. As one of Asia’s premier business hubs, Hong Kong offers a dynamic environment for entrepreneurs looking to innovate and expand.
If you’re considering setting up your own company in Hong Kong, this guide will provide clear and concise insights into the incorporation process, ensuring a smooth and informed journey.
What Types of Companies Can Be Incorporated in Hong Kong?
The most common business structure in Hong Kong is a limited company, where liability is limited by shares. This setup ensures that shareholders’ financial risk is restricted to their invested capital, protecting personal assets from company obligations.
Additionally, two other types of business structures can be established:
Company Limited by Guarantee: Typically used by non-profit organizations, this structure does not have share capital. Instead, members agree to contribute a predetermined sum in case of liquidation.
Sole Proprietorship: A business owned and operated by an individual, where there is no legal distinction between the owner and the business. Unlike a limited company, the proprietor assumes full liability for business debts.
Requirements for Incorporating a Company in Hong Kong
Once you have chosen the appropriate business structure, several key requirements must be met:
Company Secretary – Role and Responsibilities
A Company Secretary is essential for ensuring compliance with local regulations, maintaining statutory records, and facilitating communications with government bodies. In Hong Kong, every company is required to appoint a Company Secretary, who must be either a Hong Kong resident or a locally registered corporate entity.
Registered Address – Is It Necessary?
Yes. Every Hong Kong company must have a registered address within the region. This address is used for official correspondence with government authorities and cannot be a P.O. Box.
Designated Representative – Who Are They and Why Are They Required?
A Designated Representative (DR) is responsible for managing the company’s Significant Controllers Register (SCR), which records the ultimate beneficial owners (UBOs). Since Hong Kong allows nominee directors and shareholders, the government requires companies to appoint a DR to disclose and update information on the true owners.
Since March 2018, under the Anti-Money Laundering Ordinance (AMLO), every company must have a DR, who can be either a Hong Kong resident or a licensed professional entity.
Choosing a Company Name
When selecting a company name, ensure that:
It is not identical to an existing Hong Kong company name.
It does not contain offensive words.
Certain words like “bank,” “trust,” or “insurance” require regulatory approval.
A limited company name must end with “Limited”.
Directors and Shareholders – Who Can Be a Director?
To incorporate a Hong Kong company, you need at least one director and one shareholder. The same individual can hold both positions. Key requirements include:
The director must be at least 18 years old.
The director can be a local resident or a foreign national.
Share Capital – Is There a Minimum Requirement?
Hong Kong does not impose a minimum share capital requirement. A company can be incorporated with as little as HK$1 in share capital, offering great flexibility in structuring business finances.
Conclusion
Understanding these key aspects ensures a seamless company incorporation process in Hong Kong. If you require expert assistance, our team is ready to provide tailored solutions to meet your specific business needs. Start your business journey with confidence—get in touch with us today!