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HONG KONG

 

General

 

In July 1997 Hong Kong became a Special Administration Region (SAR) within the People Republic of China.

 

Corporate and trust laws are similar to those of the UK. Businesses can be limited companies or partnerships or sole traders.

 

Law

Companies Ordinance (Ch 32, Laws of Hong Kong)

Companies (Amendment) Ordinance 2000

Business Registration Ordinance (Ch 310, Laws of Hong Kong)

 

It should be noted that the Hong Kong government are undertaking a complete review of the law.  It is expected that a white paper will be released in 2009.

 

Incorporation

Incorporation normally takes up to 7 working days though an “off the shelf/ready made company” could be quicker.

 

Documents Required

Memorandum of Association including company name, registered office, authorised share capital and share type

Articles of Association – the internal rules for the company. Can be like the UK Table A.

Declaration of Compliance

 

Company Name

The limited company name must end in Limited or Public Limited  (Ltd or Plc)

There are restrictions on the use of certain words or business descriptions such as chamber of commerce, assurance, mass transit, and references to the government.

 

Directors

The minimum number of directors is two

The directors do not have to be resident

Corporate directors can be appointed

 

Secretary

A secretary is mandatory

The secretary must be resident

 

Share Capital

There is no minimum or authorised share capital

No par value shares or bearer shares are not permitted.

Normal share capital HK$10,000

The minimum number of shareholders is two with a maximum of 50 for a private company.

Shares do not have to be held by residents

 

Meetings

An AGM must be held within 18 months of formation.  Further AGMs may be dispensed with subject to certain formalities.

Director and AGM meetings can be held anywhere

 

Seal

A company seal is not mandatory

 

Accounts/Financial Statements

Annual accounts have to be prepared, audited and filed with the Companies registrar for private companies.

 

Records to be kept

Statutory records and registers to be kept in Hong Kong

 

Registered Office /Registered Agent

The registered office must be in the jurisdiction

 

Annual return

An annual return is required

 

Tax

Accounting year is 1 April – 31 March

Hong Kong tax is charged on every “company” carrying on a trade, profession or business.

Corporate tax is 16% for corporations

Dividends are exempt

 

Price

Incorporation, with local nominees, £3100. This includes a £1000 security deposit, which is refundable when the company

ceases trading assuming it is in good standing. Renewal, with local nominees  £1500

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