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Incorporate Your Company in Hong Kong
A Hong Kong private company (limited liaility company) requires one shareholder, one director, a Hong Kong addresss and a Company Secretary. In addition, there is no restriction on the amount of share capital.
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The incoproration of a Hong Kong Limited Liability Company is a three step procedure. Step 1: apply for Certificate of Incorporation; setp 2: appointments of officers; setp 3: apply for Business Registration Certificate.
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A company is required to notify the Companies Registry on the changes of its particulars, maintain proper books of accounts, file Annual Return, file Tax Returns etc to Maintain itself in Good Standing.
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Due to its Territories Tax System, a company will not be subject to Hong Kong Profits Taxes if it derives all its income from business activities performed outside Hong Kong.
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HONG KONG BUSINESS
TYPES OF BUSINESS ENTITIES

Setting up a Business in Hong Kong

SUMMARY OF CONTENTS

Part A. Introduction

Part B. Hong Kong Companies

Part C. Hong Kong Branches of Foreign Companies

Part D. Corporate Services from Kaizen

Part E. Taxation, Duties and Fees

Part F. Employment Visas

D CORPORATE SERVICES FROM KAIZEN

1 Introduction

Kaizen has a large Corporate Services Department which provides a range of corporate secretarial services to clients in relation to companies incorporated in Hong Kong, Bermuda, the Cayman Islands, the British Virgin Islands, Liberia, Mauritius, Bahamas, Panama and Vanuatu and for foreign companies registered in Hong Kong.

The services available include providing:

(1) ongoing secretarial services for Hong Kong and offshore companies and foreign companies registered in Hong Kong

(2) one or more nominee shareholders

(3) registered office facilities (for Hong Kong companies)

(4) an authorised representative (for foreign companies registered in Hong Kong).

2 Fees

The Corporate Services Department charges for its services on a two fold basis.

(1) Firstly, a fixed annual charge which is payable in advance at the beginning of each calendar year is levied in relation to the basic services

(2) Further, any additional work not covered by the annual charge is invoiced separately on a time spent and item basis. Disbursements such as filing and similar fees are also charged separately A list of our current fixed annual charges is available on request.

3 Secretarial services

Every Hong Kong company is required by law to have a Hong Kong resident secretary (see Part B) and clients often find it convenient and reassuring to appoint our nominee company as secretary. For companies incorporated in Hong Kong, our secretarial nominee company is Kaizen Secretaries Limited. The services covered by our fixed annual charge include:

(1) provision of a company secretary

(2) provision of the registered office

(3) custody of the statutory books and records

(4) renewal of the business registration certificate kept at our address

(5) provision of access to our Extranet Service

For companies incorporated in Liberia, Panama, the British Virgin Islands, Bermuda or the Cayman Islands, we can provide secretarial services even where our nominee cannot be formally appointed as secretary of the company. The services covered by fixed annual charge in these cases include:

(1) custody of the statutory books and records

(2) arranging payment of the company's resident agent's fee

(3) payment of the corporation registration fee/franchise tax imposed in the place of incorporation

(4) preparation of routine minutes for the annual shareholders’ and directors’ meetings where required

(5) provision of access to our Extranet Service

4 Nominee shareholders

Every Hong Kong company is required by law to have at least one shareholder (see Part B). Our nominee shareholder companies are Kaizen Consulting Limited and Sprindale Limited. The services covered by the fixed annual charge include:

(1) the giving of a proxy or authority to attend the annual general meeting

(2) the onward transmission of any dividend receivedWhere nominee shareholder services are provided, the shares must be fully paid up and a declaration of trust will be executed by our firm in favour of the principal shareholder.

5 Authorised representative for foreign companies registered in Hong Kong

Every foreign company registered in Hong Kong is required to appoint an authorised representative (see Part C). We can provide this service for an annual fixed fee.

6 Nominee director/alternate director

We only provide nominee and alternate director services in exceptional cases and usually only to dormant companies or companies which conduct investment holding business.

Our nominee director companies, where the services can be provided, are Kaizen Consulting Limited and Sprindale Limited (incorporated in Belize). The services covered by the fixed annual charge include routine attendances and
signatures to cover approval of the annual audited accounts, the holding of an annual general meeting and the execution of the annual return where necessary.


For companies incorporated in Liberia, Panama, Bermuda or the Cayman Islands, in appropriate cases we nominate our nominee director companies to act as directors.

The services covered by the fixed annual charge include:

(1) routine attendances and signatures to cover approval of the annual audited accounts, if any

(2) execution of documents in relation to the holding of annual meetings of shareholders and directors

(3) execution of the annual return when required

7 Arranging resident agent for foreign companies

The services covered by the fixed annual charge include:

(1) routine correspondence with the resident agent

(2) arranging payment of the resident agent's fee

(3) arranging payment of the corporation registration fee/franchise tax in the country of incorporation of the company

(4) provision of access to our Extranet Service

8 Agent for service of process

Our nominee company, Consec Services Limited, is also available to act as agent in Hong Kong for the service of process on clients where clients need to appoint a service agent in Hong Kong e.g. in connection with a commercial transaction. This service is provided at a fee which varies according to the length of time that we act as agent.

Part A. Introduction

Part B. Hong Kong Companies

Part C. Hong Kong Branches of Foreign Companies

Part D. Corporate Services from Kaizen

Part E. Taxation, Duties and Fees

Part F. Employment Visas


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Hong Kong Head Office              Room 803, Futura Plaza, 111 How Ming Street, Kwun Tong, Hong Kong
                                                 TEL +852 2341 1444      FAX +852 2341 1414      E-mail info@bycpa.com

Shenzhen Office   TEL +86 (0755) 82684480 82684483 82684484 FAX +86 (0755) 82684481
Shanghai Office   TEL +86 (021) 64394114 64399276 FAX +86 (021) 64394414
Beijing Office   TEL +86 (010) 68748420 68748422    FAX +86 (010) 68748421  

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