Company administration guidelines
- Shareholders of a Hong Kong company must subscribe for at least for one share to start the Hong Kong incorporation process.
- A Hong Kong company can issue the following classes of shares; ordinary shares and preference shares.
- Share premium is allowed in Hong Kong. However, share premium is a subject to capital duty of 0.1%.
- Proper instrument of share transfer is required to register the transfer of shares in a Hong Kong company.
- The minimum number of Shareholders is one and there are no restrictions on foreign individuals or corporate bodies being Shareholders.
- The number of Shareholders of private company is limited to 50.
- Nominee Shareholders are permitted.
- The minimum number of Directors is one.
- There is no restriction for foreign nationals to act as a Director of a Hong Kong company.
- Corporate Directors are permitted in Hong Kong.
- An annual general meeting of Directors can be held outside of Hong Kong.
Restrictions on name & activity:
- All business entities in Hong Kong must have an approved name prior to company registration. This can be done relatively quickly.
- A Hong Kong company name must end with ‘Limited’.
- There are no onerous restrictions on trading other than the inability to undertake banking and insurance activities.
- Every company in Hong Kong is required to have a registered office where a register containing details of any Directors, Shareholders or company Secretary's, as well times of any general and Director meetings were held. Eltoma can provide this service.
- All changes have to be filed with the Registrar of Companies within a month from the date of any change.
- It is compulsary for a Hong Kong company to have a Secretary. A Secretary can be a natural person or a company who is a resident of Hong Kong. Eltoma can provide this service.
- The company Secretary is responsible for keeping and filing corporate documents with the Registrar of Companies.
- Nominees are permitted in order to achieve a high level of confidentiality.
The timescale for the incorporation of a Hong Kong Limited Liability Company is approximately 5 working days.
The Secretary of a Hong Kong registered company receives a notification for the submission of the company’s income tax form about 27 months (2 years + 3 months) from the incorporation date of the company. Once notification is received, the company has 1 month to prepare its bookkeeping; auditation of the accounts and submit the income tax form. It is recommended that all Hong Kong registered companies prepare their audited accounts within 3 months from the end of their financial year on an annual basis.
The submission of a company’s income tax form is a compulsory requirement by HK’s Inland Revenue Authorities and if the audited accounts together with the tax form are not submitted on time, the company is obligated to pay penalties and may receive a court summons.
Fees for the accounting department:
|1. BookKeeping (fixed fee for all companies)||
|2. BookKeeping dormant companies||
|3. BookKeeping active companies||Determined by: number of transactions, amount of sales turnover and time spent|
|4. Audit dormant and/or active companies||Determined by: number of transactions, amount of sales turnover and time spent|
Documents needed from clients for bookkeeping:
Applicable for all jurisdictions for newly incorporated companies:
- A detailed description of the company’s activities.
- Bank statements for the financial year for all accounts that are under the company’s name.
- Any sales invoices issued from the company during the financial year.
- Any invoices received from the suppliers of the company during the financial year.
- Any expense receipts issued under the company’s name.
- Any agreements and contracts signed by the company during the financial year.
Documents needed from companies that were transferred from another agent:
Hong Kong jurisdiction:
- All documents that are mentioned above in part A.
- A set of the submitted financial statement of the previous financial year that were submitted to Hong Kong’s Company House.
- A copy of the submitted Inland Revenue notification: tax form.
HONG KONG: Cryptocurrency & ICOs as securities & virtual commodities
The Hong Kong Securities and Futures Commission has remarked upon the growth and popularity of Initial Coin Offerings (ICOs) for raising money not only in Hong Kong but other Asian countries. This article confirms and explains how digital tokens that are offered or sold may be defined as "securities" and as such are therefore governed by the relevant securities legislation of Hong Kong.
New licensing regulations for Trusts & Service Providers in Hong Kong
As per new regulations, all Hong Kong businesses providing Trustee Services, including Corporate Service Providers will not be able to operate without a valid trading license after March the 1st 2018. The new scheme is designed to better regulate individuals carrying out services within the financial sphere in Hong Kong and will be overseen and administered by the Hong Kong Companies Registry.
The terms of Hong Kong's new register of significant controllers and what it means for companies
As per new legislation, from March 1st 2018, every company incorporated in Hong Kong will be required to keep and maintain a register of all persons who have significant control of the company. The record must be updated as required and kept at the registered company address, even if there are no persons of significant control.
The pros & cons of European Passport-by-Investment schemes
In a bid to rebuild the dwindling economy in Cyprus shortly after the financial crisis four years ago, the government launched a passport-by-investment program to temp wealthy foreigners with citizenship in exchange for an investment of no less than €2 million into the Cyprus economy.
Using the Cyprus Non-Dom scheme for beneficial tax planning
In an attempt to improve and simplify the Cyprus tax system as well as to remain a highly compliant and attractive jurisdiction, the introduction of the non-domicile (shortened to Non-Dom) scheme aims to give Cyprus a competitive edge over other jurisdictions.
How are Cyprus banks handling the island's high rate of NPLs? Can more be done to combat them?
It is no secret that the Cyprus banking sector is struggling with the overwhelming level of Non-Performing Loans (NPLs), no matter the efforts exerted by the main banks in Cyprus by following conventional banking models to balance their profit/loss reports, NPLs remain to be the proverbial hole in the bucket.
Income tax exemptions for expats living in Cyprus: what are your options?
Situated in the Eastern Mediterranean, the Republic of Cyprus boasts a strategic geographical location at the hub of three continents; Europe, Asia and Africa and a pleasant sunny climate year round.
The UK Persons of Significant Control Register & its impact on companies
The requirement to maintain a register of people with significant influence or control, more commonly known as the PSC register was introduced to mandate all unlisted companies in the UK, including LLPs and dormant companies to maintain a register identifying those with significant control over a company.