Hong Kong Company Formation – Incorporating a limited liability company in Hong Kong

You may consider the incorporation of a Hong Kong company to operate your Hong Kong and / or act as a holding company of China business entities. Below is some basic information on Hong Kong company formation. You may also read Hong Kong company formation page in simplified chinese.

When a company becomes incorporated, it acquires the status of a legal person, as opposed to a natural person that born naturally. A company is a legal person. This means that a company is treated like a human being by the law and has a distinct legal identity, rights and obligations. The essence of the separate legal entity is that a company is a legal entity which is treated as separate and distinct from its shareholders, directors and staff.

The assets and liabilities owned by the company belong to the company itself and not any person. This reduces the business risk of the shareholders carrying on business through a limited liability company. The word ‘limited’ refers to the liability of the shareholders only not the company. When a company is indebted to its creditor, it must use all its assets to repay the debt. If these assets are not sufficient to repay the debt, the creditor may apply to the court to wind the company up.

Documents to be submitted to the Registrar of Companies

• The memorandum of association and articles of association
• A statutory declaration that the company has complied with the registration requirements of the Hong Kong Companies Ordinance.

Articles of Association: All companies other than those limited by shares must produce articles of association detailing company’s internal management, including:

• issuing of shares
• rights and liabilities of shareholders
• how shareholders can transfer shares
• alteration of share capital and rights
• composition and convening of the annual general meeting
• company secretary / company seal
• liquidation of the company

Registered office: Section 92 of the Companies Ordinance provides that details of a company’s registered office must be given to the Registrar within 14 days of incorporation. Section 92(1) requires a company to have a registered office in Hong Kong.

Register of Directors/Secretaries: Section 158 of the Companies Ordinance requires a company to keep a register of its directors and secretaries. Within 14 days of the appointment of its first directors, the company must send details of each director to the Registrar, including full name, usual residential address, nationality, business occupation and identity card number (if any).

Change of company name: A company may change its name by a special resolution. Section 22(8) of the Companies Ordinance stipulates that a change of name does not in any way change the company’s rights or obligations.

Hong Kong company formation process is no hassle to clients

• We will have a staff to fill in a questionnaire with you to understand the purpose for establishing the company and the way you want to manage the company. This is particularly important to cater for different shareholders’ interests during different stages of development.
• We will have a staff to accompany you to open bank accounts and advise on the control points such as fund transfer, cheque limits, authorized signatures and internet banking.
• We will provide you all the necessary documents on notice of meeting, minutes of meetings and directors pursuant to Hong Kong Company Law.

Basically we will ensure that the formation process is no hassle to our clients. Please talk to us and experience this.

From Hong Kong company page to business services for China page

Back to ChinaTradeInvestment.com home

Disclaimer | Privacy | Contact us | Site Search