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FAQs OF FORMATION OF HONG KONG COMPANY
Yes, but 2014 New Companies Ordinance requires that every private company must have at least one director who is a natural person.
Normally, for paper submission, the Certificate of Incorporation and Business Registration Certificate of a company limited by shares will be issued on the 4th working days.
The Companies Ordinance has not prescribed any requirement for a minimum amount of nominal share capital. A local company limited by shares shall be formed by at least one founder member taking at least one share of the company.
A non-Hong Kong resident can be appointed as a director of a local limited company. The secretary, if an individual, should ordinarily reside in Hong Kong. For corporate secretary, its registered office or place of business should be in Hong Kong.
No. The Companies Ordinance expressly prohibits the sole director from acting as the company secretary. Besides, the Companies Ordinance stipulates that a private company cannot appoint a corporate secretary if the sole director of the corporate secretary is also the sole director of the company.
Yes. Non-Hong Kong residents could incorporate a limited company in Hong Kong.
No. The registered office must be situated in Hong Kong.
FAQs OF FORMATION OF OFFSHORE COMPANY
Yes, in certain countries, for example, in BVI, Cayman Islands, Samoa, Chinese characters can be used as company name.
The laws in most places of offshore company incorporated do not require publicizing the identity of shareholders and directors and other material information. Therefore, it is not available to others.
No. Company in any country or region, which conducts business in Hong Kong, shall apply Business Registration Certificate and declare tax. According to Section 11 of Companies Ordinance of Hong Kong, the company should be registered as an offshore company incorporated in Hong Kong.
It needs at least one shareholder and director, which can be the same person.
No. Most offshore companies need only to file the information of directors or shareholders with local agent.
Offshore company needs to open account at bank and have certain capital; after examination of the bank, it will be granted the credit certificate.
Yes. An offshore company can modify and supplement the articles of association and other documents lawfully.
After the company is registered, we will deliver the Certificate of Incorporation, steel seal of the company, articles of association and others to clients. In addition, we can also help clients apply for “Certificate of Good Standing” to local government.
Generally speaking, company name should include wordings such as “Limited”, “Corporation”, or simplified “Ltd.”, “Corp.” or “Inc.”. If the proposed 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.
FAQs OF HONG KONG TAXATION
Generally imported/exported commodities need not be levied tariffs, except tobacco, liquor and petroleum. But import/export commodities must be declared at customs.
Donation granted to recognizable charitable organisation is permitted to be deducted, but total donation as required shall not be less than $100 and not more than 35% of assessable profits.
It is generally 31 March to 31 December of each year for the basis period of taxation according to custom. Hong Kong company has maximum 18 months for the first year’s basis period of taxation.
Losses incurred in a taxable year can be carried forward and used to offset the profits of the company in subsequent years.
If the corporate profits do not arise from Hong Kong, and the company has not set up an office in Hong Kong nor hired Hong Kong employees, then its earned profits will be exempt from Profits Tax.
Yes. Because company incorporation is profit-oriented, even if the company in Hong Kong only performs the role of collecting and paying for others, it shall be deemed as agency service business, and its income shall be the commission for collection and payment for others.
No. According to Hong Kong laws, all Hong Kong company has the obligation to declare its financial condition to Inland Revenue Department, whether its business takes place in Hong Kong or not. If this company does not have its source of income in Hong Kong, it can apply to Inland Revenue Department for exemption from taxation.
Hong Kong companies are only required to pay profits tax annually. The profits tax rate for the first $2 million of the corporations’ profits is 8.25% and profits above that amount will continue to be subject to the tax rate of 16.5%; for unincorporated corporations in sole proprietorship or partnership, the two-tiered profits tax rate is 7.5% and 15%. If the company is not profitable, there is no need to pay profits tax.
FAQs OF PURCHASING SHELF COMPANY
Yes. Likewise a newly-incorporated company, the intended company name shall be checked with Companies Registry for availability before applying for a change in name. It will take about 10 workdays to rename a Shelf Company.
Shelf Company is very common in most countries and regions, for example, Hong Kong, Singapore, British Virgin Islands (BVI), United States of America (U.S.A.) and Cayman Islands. In general, Shelf Company does not conduct business and open bank account prior to its disposal, so there is no potential risk in purchasing Shelf Company.
1-50 directors can be appointed.
Yes. It shall pay Stamp Duty of HKD1 for each increase of HKD1,000 in registered capital. It can further allocate shares to new and old shareholders as required.
A Shelf Company has Certificate of Incorporation, seal of company, stock certificate book and other documents required by law. It does not have records of business activities. The purchaser can make purchase only by providing necessary documents.
FAQs OF TRADEMARK REGISTRATION
It varies with each country and region, for example, 4-8 months in Hong Kong and 12-18 months in China. Generally, it takes 4-24 months to process.
It varies with each country and region. Generally, applicant’s identity documents, application form and trademark image are required.
Yes. Generally, the validity period of a renewed trademark is 10 years.
Trademark is part of the packaging and presentation of commodity; both of them are used in the packaging of the commodity. While trademark is to differentiate the producers or operator of commodity from another, presentation is to beautify commodity. A registered trademark cannot be altered, but the design style of a presentation is free to change.
Yes. It requires an application form and a trademark assignment contract, which are signed by the assignor and the assignee.
The adopted principles vary with each country and region. Currently, the 3 principles adopted internationally are prior use, prior application, and both of aforementioned.
It is 10 years in most countries and regions, except few, such as Canada (15 years) and Macau (7 years).
Yes. Applicant can be either corporation or individual.
