Anybody can form a Hong Kong company. However, a Hong Kong company must have at least one director (individual), one shareholder (individual or corporate), one secretary, and a registered office address in Hong Kong (post office box is not allowed). PENA LIMITED will provide a registered office address and secretarial services so that you can serve as the director of the company. PENA LIMITED can also provide individual Nominee Director and individual Nominee Shareholder if needed to protect your privacy.
There is no prescribed minimum share capital. For practical purposes, this is not usually less than HK$ 10,000 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).
Yes, the minimum requirement to form a private limited company is one shareholder/director who can be the same person.
There is no any such requirement on the director and shareholder. However, the company secretary must be either an individual resident in Hong Kong or another Hong Kong limited company and the auditors must be a firm of Hong Kong registered certified public accountants. Please remember that no corporate director is allowed in the case of a private company which is a member of a group of companies of which a listed company is a member.
Either is possible unless you need a company to be in existence immediately. Most prefer to incorporate a brand new company with the specific name. This will take approximately height working days. Similarly, it will take approximately five working days to change the name of an already registered company.
You can use a nominee shareholder to hold the share(s) on your behalf. PENA LIMITED can provide the service of a nominee corporate shareholder. You can also appoint a nominee director to act on your instructions. PENA LIMITED can provide the service of a nominee corporate director. Ideally, PENA LIMITED suggest that you consider setting up a company in a offshore jurisdiction first (British Virgin Island) and use the offshore company as the shareholder and director of your Hong Kong company.
No. Hong Kong laws do not require a Hong Kong incorporated company to open bank account and do not impose any restriction as to where it could open bank account or the number of bank accounts it could open.
Yes, PENA LIMITED can advice you to set up a corporate account for your Hong Kong company with physical presence in Hong Kong of all Director(s) and Shareholder(s). appointment booking can only be booked 2 weeks in advance once company is incorporated as all banks are now fully booked in advance.
Yes you can. Overseas banks usually request to know complete information about you and the company and need those company documents (Certficate of Incorporation; Business Registration Certificate; Certificate of Good Standing; Certificate of Incumbency; Minutes to open account authorizing signatory) be certified by 2 levels (Notarized by lawyer in Hong Kong first; and then and Apostilled by Court in Hong Kong).
This apostille procedure is recognised by most countries as valid document verification.
Your HSBC overseas agency will help you to open your company corporate account in Hong Kong in 3 to 6 weeks.
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.
Certain types of business may need additional forms of licence other than the Certificate of Incorporation and Business Registration Certificate. Please visit the homepage of Business Licence Information Service for more information.
A Hong Kong company must hold an annual general meeting in every calendar year when, among other things, the audited accounts of the company are adopted. An annual return of the company must also be filed with the Companies Registry every year. A Hong Kong company must also notify the Companies Registry of any special resolution passed (other than that to change the company's name), the creation of a charge over certain assets and any change which may occur in the information contained in the documents already filed.
The changes of a company which require notification include :
- Increase of decrease of share capital.
- Change in par value of shares.
- Change of directors and/or secretary and/or their personal particulars.
- Allotment of shares.
- Change of company name.
- Alteration of the Article of Association.
- Resignation of auditors.
- Change of registered office.
If a company fails to comply with such requirements, the company and every officer of the company who is in default shall be liable to a fine and/or imprisonment.
You cannot use a name that is already in use or in the process of being registered. Company names already in use can be found in the Hong Kong Company Registry Cyber Search Center. If you do notfind your company name in the Registry, it is free to use.
The Company Name Guidelines require that an English company name must end with the word LIMITED. This suffix is LIMITED and not LTD.
You will receive copy of company documents: Certificate of Incorporation, Business Registration Certificate, Article of Association, NNC1, Certificate of Shares, Statutory registers. You can order company chops or we can order set of chops for you (2 working days schedule).
Hong Kong Private Limited Company incurs obligation on only the issued shares, there is no obligation on un-issued shares.
Yes. Information about company directors and shareholders is public information according to Hong Kong Company Ordinance. It is mandatory to file details of the company directors and shareholders with the Companies Registry when you incorporate a Hong Kong company.
All information of limited company registered in Hong Kong, including names, addresses and shareholding percentage of shareholders and names, ID card numbers or passport numbers and addresses, shall be available to the public. If the information of shareholders and directors want to be kept confidentially, Nominee Director and Nominee Shareholder service shall be considered.
COMMON FREQUENTLY ASKED QUESTIONS
You do not need to be physically present at the time of company registration. PENA LIMITED will do it for you so that you will be able to register your company in Hong Kong remotely, legally and painlessly.
- Speak English language.
- Contact us be email or phone call at least 3 days before intended appointment date.
Yes, but we cannot guarantee we can give you an appointment. We do not offer "quick" company incorporation.
Yes, we offer company parking services and you should contact us at least one week before company parking service purchasing. Of course tariffs are different from our common package offers.
Bank wire transfer: bank charges etc. before the fund arrives our bank should be client's expenses and only the net amount received in our bank account in Hong Kong is the one recognised as payment.
Paypal: a "4,6 %" fee as finance charge (for bank charge and exchange difference) is added to total amount.
Yes you can. We encourage clients to engage the service by themselves. It is easy and cheap (12 US$-10 EUR/monthly).
Yes you can. We encourage clients to engage the service by themselves. If client request our work to setup the service, we charge one-off fee of HK$ 1,000. Client should deal with the service provider directly after initial setup (about future payment and future setup changes). If our service is required, please give us contact person name, contact email, and destination email to receive the fax.