Registering a new company

 

1. Select the type and name of company

Select the type of your company

1. Company limited by shares – the articles of association limits the liability of members to the amount unpaid on the shares respectively held by them
2. Company limited by guarantee – the articles of association do not limit the share capital and the liability of members to the amount that the members respectively. Undertake to contribute to the assets of the company in the event of its being wound up. Non-profit-making organisations are usually registered as guarantee companies

 

To choose a name for the company: please read the Guideline on Registration of Company Names for Hong Kong Companies.

 

A free company name search may be conducted through Cyber Search Centre Company Search Mobile Service or at

Public Search Centre on the 13th floor of the queensway government offices. Please use the “exact name search” mode and input the full and exact company name that you propose to register (use traditional chinese characters for chinese name).

 

You should not adopt a company name that may infringe the intellectual property rights of a third party. To avoid this, a search in the trademark register may be conducted.

 

1. Deliver application

Please use “e-registry” or “CR eFiling” mobile application or in hard copy form to the shroff on the 14th floor of the queensway government offices to deliver the following documents:

 

1. Incorporation form – [company limited by shares] / [company not limited by shares]
2. A copy of the company’s articles of association [sample]
3. A notice to business registration office [IRBR1]

 

Important notes

 

• The application for incorporation has to be processed by the Companies Registry before the registrability of a company name can be confirmed. The application may be rejected if the proposed company name(s) is/are incorrect or cannot be registered. The lodgement fee paid will not be refunded.
• The application of companies must meet all requirements of the Companies Ordinance. The Companies Registry may require the provision of additional information or documents in support of the application.
• “Consent to act as Director” in the form shall also be signed if the founder member who signs the incorporation is also a director. Other directors may choose to sign the consent statement in the form or deliver Form NNC3 “consent to Act as First Director” not later than 15 days after the date of incorporation of the company for registration. An offence is committed if the Form NNC3 isn’t delivered to the Registry of registration within the deadline. Every responsible person of the company and the founder member is each liable to a fine and, for a continuing offence, to a further daily fine.

 

1. Collect certificates

Once the application is approved, download or collect the certificate of incorporation and Business Registration Certificate. The Certificates will either be issued in electronic form or hard copy form, depending on the mode of delivery of the application. Electronic or hard copy forms of Certificates have the same legal effect.

 

Application delivered in electronic form

 

Normally, electronic Certificates for private companies limited by shares will be issued within an hour. Download of the Certificates will be sent to the message box of the registered email address of the registered user who delivers the application.

 

Application delivered in hard copy form

 

Normally, Certificates for companies limited by shares in hard copy form will be issued within 4 working days. When the Certificates are ready for collection, the presenter will be notified by fax. The Certificates have to be collected in person at the Registry. The

Notification of Collection of Certificate and the identification document / company chop mentioned therein must be presented. If a representative is sent to collect the certificates, a written authorisation from the presentation and the identification document stated in the written authorisation must be brought and presented.

 

 

1. Obtain other permits or licences

For information on other licences, permits, certificates, and approvals relevant to import and export operations and other business operations in Hong Kong, please visit the website of the Trade and Industry Department.

 

For more information please visit the Companies Registry website