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Non-Hong Kong Company Registration Procedures
Under section 776 of the Companies Ordinance, when a Non-Hong Kong Company established the place of business in Hong Kong, it is required to register as a registered Non-Hong Kong Company at Companies Registry within one month. The procedures for registration are as follows:
Advantages of Non-Hong Kong Company Over Local Company
Any foreign incorporated company may be registered in Hong Kong as a Non-Hong Kong company (also known as branch office) for those clients who simply wish to create a new Hong Kong entity. The procedure whereby a foreign company is registered in Hong Kong may result in considerable advantages over the equivalent procedure of incorporating a new Hong Kong local company. Those advantages may be summarised as follows:-
Nature of Non-Hong Kong Company
Foreign companies must register a Hong Kong branch with the Registrar of Companies within one month of "establishing a place of business in Hong Kong". In practice, it is sufficient if the application for registration is lodged with the Registrar within one month. It is common for foreign companies to complete the registration of a branch before actually establishing a place of business in Hong Kong.
Registration of Representative Office in Hong Kong
A foreign company may establish a representative office in Hong Kong to undertake promotional and liaison activities on behalf of its parent company. The office, however, directly or on behalf of its parent company, must not be engaged in business, conclude contracts, provide consultancy for a fee, undertake transshipment of goods, or open or negotiate any letters of credit.
Comparison of Subsidiary and Branch Office in Hong Kong
The differences between a Hong Kong branch and a Hong Kong subsidiary of a foreign company stem from the fact that, unlike a branch, a subsidiary is an entity which, under Hong Kong law, is entirely separate from its parent. The business activities available to a company in Hong Kong are generally not dependent upon whether the company is locally incorporated and there is generally little practical difference between operating a branch and a subsidiary company
Hong Kong CLG Compliance and Maintenance Guideline Note
This article aims to explain briefly those compliance requirements and the related costs. Section 1 of this article introduces in brief the basic compliance and maintenance requirements, such as maintenance of company secretary and registered office, filing of Annual Return, Profits Tax Return and filing of change of registration particulars of a company.
Hong Kong Company Incorporation Guide (5) Qualification, Rights and Obligation of Directors
In accordance with the Hong Kong Companies Ordinance, a private company limited by shares must have at least one natural person act as director. There is on restriction on the maximum number of directors.In accordance with the Hong Kong Companies Ordinance, where a company which has a single member who is also the sole director has the option of nominating a "reserve" director to act in place of the sole director in the event of his death.
Hong Kong Private Company Incorporation Guide (11) Incorporation Procedures
The registration of a private company limited by shares in Hong Kong starts with the creation of the company name and ends with the issue of certificate of incorporation and business registration certificate. During the whole process, the mainly involved government department is the Companies Registry. The detailed procedures are set out below.
Guide to Restrictions on Corporate Directorship in Private Companies under Hong Kong New Companies Ordinance
The Hong Kong new Companies Ordinance was published in the Government Gazette in August 2012. It will become effective on 3 March 2014. From the Commencement Date, all the provisions in the Existing Ordinance (Chapter 32) will be repealed and replaced by provisions in the New Ordinance (Chapter 622), except for the prospectus, and winding-up and insolvency provisions.
Guidelines on the Duties of Directors of Hong Kong Company
In general the responsibilities and liabilities of directors derive from various sources, including the constitution of the company, case law and statute law. If a person does not comply with his duties as a director he may be liable to civil or criminal proceedings and may be disqualified from acting as a director.