Registration Procedures
Incorporation of a Limited Company
Incorporation Procedures
Step 1
Client shall fill in and submit to us the Registration Form for providing the details of proposed company name, shareholders, directors, secretary and registered office. Then we shall check and confirm if it is registrable within two to three working days.
An intended name will not be registered if it is the same as a registered name appearing on the Registrar's index of company names maintained by the Companies Registry. We will conduct a name search before filing the registration documents.
Step 2
After confirmation of the availability of the propsoed name, we shall prepare all the documents for incorporating a company, including Memorandum and Articles of Association, appointment of first directors and secretary, notice of registered office and application for business registration certificate. Then, we will send the incorporation documents to clients for their singning.
Step 3
Receive the duly signed incorporation documents from client; then we file the following documents with Companies Registry together with the appropriate fees for the application of Certificate of Incorporation:-
(a) Memorandum and Articles of Association of the intended company.
(b) A Statutory Declaration of Compliance.
Step 4
Receive the Certificate of Incorporation from Companies Registry. Then, we will file the following documents with Companies Registry
(a) Notification of Appointment of First Directors and Secretary
(b) Letter of Appointment of First Directors
(c) Consent to Act as Director
(d) Notification of Situation of Registered Address
(e) Any other documents if appropriate
Step 5
Apply for Business Registration Certificate with the appropriate fees. After obtaining the business registration certificate from the Inland Revenue Department, the documents (including chops and certified true copies) will be sent to the client. Process completed.
Information and documents to be provided by clients
| No. |
Information and Documents |
| 1. |
Proposed company name, either in English only or Chinese only or both; |
| 2. |
One photocopy of Hong Kong Identity Card and addresses of all the shareholders, if they are Hong Kong residents; One photocopy of passport and address of all the shareholders, if they are not Hong Kong Residents; |
| 3. |
One copy of Hong Kong Identity Card and addresses of all the directors, if they are Hong Kong residents; One copy of passport and address of all the directors, if they are not Hong Kong Residents; |
| 4. |
One copy of Hong Kong Identity Card and addresses of company secretary (applicable only when we are not appointed Company Secretary of the proposed company); |
| 5. |
Address of registered office (applicable only when clients want to provide their own address situated in Hong Kong); |
| 6. |
Amount of share capital, both authorised and issued and allotments; |
Notes:
| No. |
Notes |
| 1. |
The name of the company to be incorporated can not be the same as, or too similar to one already in existence. |
| 2. |
In accordance with Company Ordinances, a company incorporated in Hong Kong must apply to the Inland Revenue Department for a business registration certificate within one month after its incorporation. |
| 3. |
Each company incorporated in Hong Kong must have at least two shareholders, two directors and a secretary. However, a person can act in dual capacity. That is, one can act as shareholder, director and secretary at the same time. |
| 4. |
Shareholders and directors can be of any nationality. However, Company Secretary must be a Hong Kong resident or a company incorporated in Hong Kong (clients can appoint us as secretary, please refer to our secretarial services for deatils). |
| 5. |
The registered address of a company incorporated in Hong Kong must be situated in Hong Kong. In the case that you do not have a Hong Kong address for this purpose, we can provide with you a registered address at US$200 per year. Please refer to our secretarial services for more details. |
| 6. |
Shelf companies sold by us usually come with an authorised share capital of HK$10,000 divided into 10,000 shares of HK$1.00 each. You can always increase the share capital should you wish to do so. However, a capital duty of 0.1% on the amount of authorised share capital so increased is to be paid to Hong Kong Government. |
Registration of an Overseas Company Step 1
You must register an oversea company within one month of establishing a place of business in Hong Kong.
Step 2
File the following documents with Companies Registry with the appropriate fees:-
(a) a certified copy of the instrument defining the company's constitution.
(b) Form F1 reporting :-
(1) the particulars of directors and secretary;
(2) the particulars of the person(s) authorized to act in Hong Kong on behalf of the company;
(3) the principal place of business in Hong Kong and in the place of incorporation; and
(4) the registered office in the place of incorporation.
(c) a certified copy of the company's Certificate of Incorporation (or its equivalent).
(d) a certified copy of the latest accounts of the company, unless exemption has been granted by the Registrar of Companies upon application.
Step 3
Apply for Business Registration Certificate with the appropriate fees
For items (a) and (d), if the original document is not in Chinese or English, only a certified translation into Chinese or English needs to be filed. For item (c), if the original document is not in Chinese or English, a certified copy of the document in the original language together with a certified translation into Chinese or English should be filed. |
