For owners with a clear commercial use for a Hong Kong company. We connect the entity setup with the ownership, activity and transaction evidence required for the banking work, then establish the continuing responsibilities.
Private company limited by shares
An ordinary Hong Kong private trading or service company. This guide explains statutory setup and maintenance; regulated activities, fund structures and overseas-company branches require additional analysis. The official fees below are government charges, not an Offshore Capitalist package price. Your written proposal confirms the banking, address, secretary, accounting and other services included.
Official-source research checked 2026-10-11
- Shareholders
- At least one founder member
Share ownership, voting rights and funding should match the intended commercial arrangement. A company limited by shares limits member liability to unpaid amounts on their shares; it is not a substitute for appropriate contracts or insurance.[2][1]
- Directors
- At least one natural-person director
A director need not live in Hong Kong. A sole director cannot also act as company secretary.[1]
- Company secretary
- Hong Kong connection required
An individual secretary must ordinarily reside in Hong Kong; a corporate secretary must have its registered or principal office there.[1]
- Registered office
- An address in Hong Kong
The statutory address must be arranged before submission. It does not, by itself, establish where commercial decisions are made.[1]
- Share capital
- No prescribed minimum paid-up capital
Choose a commercially appropriate capital and funding arrangement rather than assuming a nominal amount meets banking or operating needs.[1]
- Beneficial ownership
- Maintain a Significant Controllers Register
Identify qualifying direct and indirect controllers. The register must be accessible to authorised enforcement officers; this is not anonymous ownership.[10]
What the engagement can cover
- Hong Kong company setup within the agreed provider scope.
- Coordination of the formation components needed for the accepted company setup.
- Two suitable business bank accounts within the accepted package.
- Document and provider coordination across the agreed formation and banking work.
The proposal confirms the exact registrations, provider components, applicants and third-party charges. Any additional tax analysis, licences or professional work is identified before you proceed.
Tax and management in Hong Kong
Profits tax normally follows the source of profit-producing operations. The foreign-sourced income exemption framework can bring specified foreign income received by MNE entities into tax unless the relevant substance, participation or nexus requirements are satisfied.
For AEOI, a foreign-incorporated entity normally managed or controlled in Hong Kong can be Hong Kong resident. Treaty definitions also require review. Ordinary profits-tax scope still follows the separate source/activity analysis; residence is not a general worldwide tax switch.
Read the corporate tax guideWhat you receive
- Company records issued through the agreed formation process.
- The agreed provider relationships and setup documentation.
- Two suitable business accounts and the information provided when the banking work is completed.
- A handover identifying continuing company, accounting and filing responsibilities.
Costs to budget for
Government charges
These are authority charges for the specified route. Our service fee and other provider costs are quoted separately.
| Item | Amount | What it covers |
|---|---|---|
| Electronic incorporation | HKD 1545 | Companies Registry fee for a company with share capital. Business registration is additional.[3] |
| Paper incorporation | HKD 1720 | Alternative to electronic filing; do not add both filing fees.[3] |
| One-year business registration | HKD 2350 | HKD 2,200 fee plus HKD 150 levy for 1 April 2026–31 March 2027. For initial simultaneous incorporation, the relevant date is the incorporation submission; renewals follow the certificate commencement date.[4][6] |
| Three-year business registration | HKD 6170 | Alternative certificate: HKD 5,720 fee plus HKD 450 levy in the 2026/27 table. This replaces the one-year certificate charge, not other annual company duties.[4] |
| Illustrative electronic filing plus one-year registration | HKD 3895 | Calculated as 1,545 + 2,350. This excludes professional services, secretary, address, banking costs, accounting, audit and activity-specific licences.[3][4] |
| Annual return filed on time | HKD 105 | Companies Registry NAR1 registration fee within 42 days of the incorporation anniversary. Business-registration renewal is a separate charge.[8] |
| Late annual return | HKD 870 / 1,740 / 2,610 / 3,480 | Registry fee increases by delay band: after 42 days up to 3 months; over 3 up to 6; over 6 up to 9; over 9 months. Other enforcement consequences can also apply.[3] |
We confirm the setup fee after reviewing your activity, ownership and intended use. The quote separates our work, government or registry charges, external provider costs and recurring obligations. There is no public flat price for an unspecified setup.
Initial setup
Formation, registrations, certification, translation and agreed implementation work.
Recurring costs
Local address or agent, administration, accounts, returns, licences and any genuine management arrangement.
Separate workstreams
Banking, residence, tax analysis, legal opinions and regulated-activity permissions where required.
Setup process & timing
Follow the sequence from preparation to operation. Published government processing targets apply to the stated filing stage; banking, document preparation and additional permissions have their own dependencies.
01Confirm the operating and tax modelBefore committing to incorporation
Map who will sell, deliver, invoice and receive funds, and where those people work. Select the company only after checking how it fits the owner’s existing business and banking needs. If the commercial model depends on foreign-source treatment, plan the evidence before revenue starts.
Documents & evidence
- Ownership and operating diagram
- Expected revenue and payment flows
- Assuming a Hong Kong invoice makes all profit foreign-sourced
02Prepare and file the companyRegistry target: normally within 1 hour electronically or 4 working days on paper
These published targets begin after delivery of a suitable application. They exclude document collection, service-provider checks, corrections and banking. The company and business-registration certificates establish the entity; they do not complete the operating setup.
Documents & evidence
- NNC1
- Articles
- IRBR1
- Missing secretary or office details
- Choosing an unavailable or restricted name
03Organise ownership records and administrationImmediately after formation; keep updated
Record share ownership and director decisions, identify significant controllers and agree responsibility for the register. Set the accounting year and arrange bookkeeping from the first payment, including setup costs and shareholder funding.
Documents & evidence
- Controller register
- Funding records
- Accounting calendar
- Unclear responsibility between the owner and secretary
- Treating setup expenditure as outside the accounting records
04Complete banking and payment onboardingInstitution-specific; a separate review from incorporation
Explain why the company needs the account and how money will flow. Supply the institution’s requested evidence and resolve questions consistently. Confirm available currencies, transfer routes, account restrictions and merchant needs before treating the company as operational.
Documents & evidence
- Certificates
- Ownership chart
- Identification
- Business evidence
- Assuming incorporation guarantees bank acceptance
- Confusing a payment account with the services of a full bank
05Handover and maintain the companyBefore trading, then on the relevant calendar
Agree who receives official notices, prepares accounts, instructs the auditor, handles tax submissions and files annual returns. The practical handover should give you access to records and a named owner for each obligation.
Documents & evidence
- Company document pack
- Bookkeeping access
- Compliance calendar
- Calendaring only one annual renewal
- Losing access to statutory or bank correspondence
Document checklist
Track your preparation in this browser. Final requirements depend on the route and filing authority.
Document sources [2][11][17][16][18]
Ongoing obligations & deadlines
Companies Registry annual return
An ordinary private company files NAR1; the first annual return follows its first anniversary. This is distinct from the profits-tax return and financial year end.[8]
Business-registration renewal
The certificate fee is separate from the Companies Registry annual return. A three-year certificate does not postpone accounting, audit or NAR1 obligations.[4]
Accounts and audit
An ordinary active private company needs financial statements and an audit. The small-company reporting exemption simplifies reporting; it does not remove audit. Statutory dormant-company treatment is a distinct exception.[9]
Profits-tax return and payment notices
IRD generally issues a newly incorporated company’s first profits-tax return about 18 months after incorporation. That is an issue pattern, not a tax holiday or permission to defer bookkeeping.[13]
Business records
Maintain evidence of income, expenses, assets and liabilities, including invoices, bank records and supporting transaction documents. Records should allow assessable profits to be determined.[12]
Significant Controllers Register
Arrange a qualifying designated representative and keep the register at the registered office or another permitted place in Hong Kong. Review indirect control as well as the shareholder list.[11]
Notify business commencement particulars
The one-stop registration FAQ requires a local company to notify business particulars, including description and nature, address and commencement date. Incorporation does not eliminate the follow-up notification.[7]
Tax, banking & practical questions
What the headline profits-tax rates mean
The normal corporate profits-tax rate is 16.5%. Eligible companies using the two-tier system pay 8.25% on the first HKD 2 million of assessable profits and 16.5% above it. Eligibility and connected-entity restrictions must be checked; opening several entities is not an automatic multiplication of the lower band.
The source of profits is a factual question. Review where profit-producing activities occur and how contracts and operations work. Nonresident ownership, an overseas customer or a foreign-currency account does not settle that question.
[14][19]Foreign-source income requires a second check
For covered members of multinational groups, the foreign-sourced income exemption regime can bring specified foreign dividends, interest, IP income and disposal gains received in Hong Kong into charge unless an applicable exception is met. Economic substance, participation and IP nexus tests have different conditions.
This matters when a trading company later becomes a holding or investment company. Revisit the analysis before adding overseas subsidiaries, investments, loans or a material asset sale.
[15]Build the bank file around your real business
HKMA guidance says offshore incorporation or nonresident owners/directors should not alone cause rejection. Banks still assess the purpose and intended nature of the relationship. Establishing a company is therefore one step in bank onboarding, not bank approval.
Compare the actual institution’s account capabilities and ongoing document requirements. If local payroll, trade finance, card acquiring or particular corridors matter, identify those needs before submitting an application.
[16][18]Budget for the second year before the first filing
Our suggested comparison is a full operating budget: government renewals, secretary and address, bookkeeping, audit, tax preparation, and any banking or payment charges. Ask which items are included in the proposal and which are billed separately.
This prevents a cheap incorporation quote from being mistaken for the cost of maintaining a useful company. Scope, transaction complexity and service-provider terms determine the professional portion of that budget.
[3][9]Why work with us
- Formation is coordinated with the banking and operational needs of the actual business.
- The team identifies where management, residence, tax or platform questions need separate analysis before you commit.
- You have a defined implementation scope and a handover that explains the continuing responsibilities.
Things to watch out for
A small company can still require an audit
Low turnover or qualification for simplified reporting does not alone exempt an active company from audit.[9]
A registration fee is not an operating budget
The government totals above omit service-provider and commercial costs. Confirm renewal terms and responsibility for bookkeeping before proceeding.[3][4]
A local secretary is not your foreign management team
A statutory appointment does not explain who directs the business. If effective management and corporate residence matter in another country, analyse those facts separately from Hong Kong incorporation.[1]
A valid company name does not clear every right or licence
Name registration and incorporation are only part of the setup. Review intellectual-property conflicts and any activity-specific approvals before launch.[2]
Sources & research notes19 references
- Companies Registry: incorporation FAQ
- Companies Registry: registration steps
- Official registry filing-fee schedule
- IRD: 2026/27 business-registration fee and levy CSV
- Hong Kong government open-data catalogue: business-registration fees
- IRD: business-registration fee rules and effective-date method
- IRD: one-stop business-registration FAQ
- Companies Registry: annual return for private companies
- Companies Registry: accounts and audit
- Companies Registry: Significant Controllers Register overview
- Companies Registry: controller-register FAQ
- IRD: guide to keeping business records
- IRD: 2026 circular to tax representatives
- IRD: profits tax
- IRD: foreign-sourced income exemption
- HKMA: account-opening customer due diligence
- HKMA: banking FAQs
- HKMA: bank-specific account-opening requirements
- IRD: two-tiered profits-tax eligibility and connected entities
Confirm in your scope
- Offshore Capitalist’s jurisdiction-specific commercial line items, professional fees, renewal prices and delivery estimates must be confirmed in the proposal; these registry facts do not establish package inclusions.
- Bank and payment-provider requirements depend on the owners, activity and counterparties. No institution-specific eligibility or review time is asserted.
An established package category, subject to current route availability and acceptance of your activity and applicant profile.