Frequently Asked Questions about Hong Kong company formation
The minimum requirements are:
• One shareholder
• One director
• A company secretary
• A registered office address in Hong Kong
• Auditors
• A Business Registration Certificate
The same person can be the secretary, director and shareholder of a company, except that the sole director of a company cannot also be the secretary of the company.
There is no prescribed minimum share capital. For practical purposes, this is not usually less than HK$1,000 or the equivalent in a foreign currency.
There is a capital duty of 0.1% payable on the authorised share capital (subject to a cap of HK$30,000).
Private Company limited by Shares is the most common type of entity.
In general, a company limited by guarantee is set up for the purpose of advancement of education, religion, relief of poverty, trust and foundation, etc. Most institutions formed by this structure are not for profit-making, but they cannot be charitable. If an institution would like to be a charity, it must be established for purposes which are exclusively charitable according to law.
If an institution is fit for any of the following purposes, we can help them to apply to be an approved charitable institute (ACI).
- Relief of poverty
- Advancement of education
- Advancement of religion
- Other purpose of a charitable nature beneficial to the community and not falling under any of the previous headings
Generally speaking, the name of offshore company should include wordings such as "Limited", "Corporation", or simplified "Ltd.", "Corp." or "Inc.".
If the proposed offshore company name is the same as any registered company name, it cannot be registered.
Moreover, the company name generally cannot contain "Bank", "Insurance" or other words with similar meaning.
There is no capital duty on issuance of shares at par value. Capital duty of 0.1% is payable on the amount of premium at which shares are issued above par value (subject to a cap of HK$30,000).
No.
However, an auditor of the company must be appointed within 18 months of incorporation of the company (i.e. before the first annual general meeting
of the company), as audited accounts will have to be presented to the members in the annual general meeting.