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Registration of a new company
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Incorporation of a local limited company in Hong Kong (Updated) |
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Step 1 |
Choose a company type
Before incorporating a company, choose the type of company that best suits your company's purposes.
Company limited by shares - the liability of its members is limited by its memorandum of association to the amount, if any, unpaid on the shares respectively held by them. (For reference only: Most limited companies are companies limited by shares.)
Company limited by guarantee - the liability of its members is limited by its memorandum of association to such amount as the members respectively undertake to contribute to the assets of the company in the event of its being wound up. (For reference only: Non-profit-making organisations are usually registered as companies limited by guarantee.)
Then, choose a name for the company. Generally speaking, the name will be accepted for registration if it is not the same as a name appearing in the index of company names kept by the Registrar of Companies.
A company name search may be conducted free of charge through our Cyber Search Centre or our Company Search Mobile Service or at our Public Search Centre on the 13th floor of the Queensway Government Offices. Use the "Exact Name Search" mode and input the full and exact company name that you intend to register.
Please refer to the "Company Names Guidelines" (pdf Format) for the points to note when choosing a company name.
It should also be borne in mind that a company name that may infringe the intellectual property rights (IPR) of a third party should not be adopted. Infringement of the IPR of others may attract criminal or civil sanctions, either in Hong Kong or elsewhere. A search in the Trademark Register (http://ipsearch.ipd.gov.hk) maintained by the Intellectual Property Department should also be conducted.
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Step 2 |
Submit the incorporation documents with the required fees to the Registry's Shroff on the 14th floor of the Queensway Government Offices. You may also submit the documents and fees electronically through the Registry's electronic service portal e-Registry.The incorporation documents include: |
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Incorporation Form ¡V Form NC1 (for company limited by shares) or Form NC1G (for company not limited by shares);
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a copy each of the company's memorandum of association and articles of association; and
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a Notice to Business Registration Office (IRBR1)
Note: Any person appointed to act as a first director of a company must either signify his agreement by endorsing his/her Consent to Act as Director on the incorporation form, or by confirming the consent in a specified form (Form NC3). The Form NC3 should be delivered to the Registrar of Companies not later than 14 days after the date of incorporation of the Company. |
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Step 3 |
Collect or download the Certificate of Incorporation and Business Registration Certificate (the Certificates). The Certificates will be issued by the Registry in paper form for paper submission and in electronic form for electronic submission. Certificates in paper or electronic form have the same legal effect.
Electronic submission
Electronic Certificates can normally be issued within 1 hour for private companies limited by shares. Email notifications for download of the Certificates will be sent to the message box and registered email address of users.
Paper submission
Certificates for companies limited by shares can normally be issued in 4 working days. Applicants or presentors will be notified by fax when the Certificates are ready for collection. The Certificates have to be collected in person at the Companies Registry. A written authorisation will be required if the presentor sends a representative to collect the Certificates. |
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For details, please refer to the following information pamphlets:
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Incorporation
of a Local Limited Company (pdf Format) |
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One-stop Electronic Company Incorporation and Business Registration Service (pdf Format) |
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User Registration @ e-Registry (pdf Format) |
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Price
Guide To Main Services (pdf Format) |
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Business Registration Fee and Levy Table (pdf Format) |
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Frequently Asked Questions : |
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Company Name |
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Incorporation of a Local
Limited Company |
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Business Registration |
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Filling Tips |
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Incorporation
or Change of Name of a Local Limited Company - Points to Note
(pdf Format) |
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| (II) |
Registration of a non-Hong Kong company (i.e. a company incorporated outside Hong Kong which has established a place of business in Hong Kong) |
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Step 1 |
Submit the following documents with the appropriate fees to the Registry's Shroff on the 14th floor of the Queensway Government Offices: |
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Form
N1 - Particulars of a Non-Hong Kong Company Registered in Hong Kong; |
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a certified copy of the instrument defining the company's constitution e.g. Memorandum and Articles of Association, Charter and Statutes; |
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a certified copy of the company's Certificate of Incorporation (or its equivalent); |
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a certified copy of the company's latest accounts; and |
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a Notice to Business Registration Office (IRBR2)
(With effect from 21 February 2011, any person who applies for registration of a non-Hong Kong company under the Companies Ordinance must submit the IRBR2 together with the application documents.) |
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Step 2 |
Collect the Certificate of Registration of Non-Hong Kong Company and the Business Registration CertificateNote. The Certificate(s) can normally be issued in 14 working days after the submission of the application. Applicants or presentors will be notified by fax when the Certificates are ready for collection. The Certificates have to be collected in person at the Companies Registry. A written authorisation will be required if the presentor sends a representative to collect the Certificates.
Note: The Business Registration Certificate will only be issued to a non-Hong Kong company which has not yet registered its business under the Business Registration Ordinance. |
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For details, please refer to the following information pamphlets: |
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Registration of a Non-Hong Kong Company (pdf Format) |
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Price
Guide To Main Services (pdf Format) |
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Business Registration Fee and Levy Table (pdf Format) |
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Frequently Asked Questions : |
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Non-Hong Kong Company |
Change of company name
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| (I) |
Change of name of a local limited company (Updated) |
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Step 1 |
Choose a name for the company. Generally speaking, the name will be accepted for registration if it is not the same as a name appearing in the index of company names kept by the Registrar of Companies.
A company name search may be conducted free of charge through our Cyber Search Centre or our Company Search Mobile Service or at our Public Search Centre on the 13th floor of the Queensway Government Offices. Use the "Exact Name Search" mode and input the full and exact company name that you intend to register.
Please refer to the "Company Names Guidelines" (pdf Format) for the points to note when choosing a company name.
It should also be borne in mind that a company name that may infringe the intellectual property rights (IPR) of a third party should not be adopted. Infringement of the IPR of others may attract criminal or civil sanctions, either in Hong Kong or elsewhere. A search in the Trademark Register (http://ipsearch.ipd.gov.hk) maintained by the Intellectual Property Department should also be conducted. |
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Step 2 |
The company has to pass a Special Resolution (SR) to change the company name. The SR need not be submitted to the Registry for filing but a Form NC2 "Notification of Change of Company Name" should be submitted together with the appropriate fee within 15 days after the passing of the SR to the Registry on the 14th floor of the Queensway Government Offices.You may also submit the form and fee electronically through the Registry's electronic service portal e-Registry. |
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Step 3 |
Collect or download the Certificate of Change of Name. The Certificate will be issued in paper form for paper submission and in electronic form for electronic submission. Certificates in paper or electronic form have the same legal effect.
Electronic submission
Electronic Certificate of Change of Name can normally be issued within 1 hour. An email notification for download of the Certificate will be sent to the message box and registered email address of the user.
Paper submission
A Certificate of Change of Name can normally be issued in 4 working days. The company or presentor of the form NC2 will be notified by fax when the Certificate is ready for collection. The Certificate has to be collected in person at the Companies Registry. A written authorisation will be required if the presentor sends a representative to collect the Certificate. |
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For details, please refer to the following information pamphlets: |
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Change
of Name of a Local Limited Company (pdf Format) |
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Price
Guide To Main Services (pdf Format) |
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Frequently Asked Questions : |
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Company Name |
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Filing Tips: |
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Incorporation
or Change of Name of a Local Limited Company - Points to Note
(pdf Format) |
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| (II) |
Change of Corporate Name of a non-Hong Kong company |
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Step 1 |
Submit the following documents with the appropriate fees to the Shroff on the 14th floor of the Queensway Government Offices: |
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Form
N10 - Notification of Change in the Corporate Name of a Non-Hong Kong Company; and |
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a certified copy of the instrument issued by the relevant government authority in the place of incorporation of the company showing the change of name and the effective date |
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Step 2 |
Collect the Certificate of Registration of Change of Corporate Name of Non-Hong Kong Company. The Certificate can normally be issued in 7 working days. Applicants or presentors will be notified by fax when the Certificates are ready for collection. The Certificates have to be collected in person at the Companies Registry. A written authorisation will be required if the presentor sends a representative to collect the Certificates. |
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For details, please refer to the following information pamphlets: |
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Filing Requirements of a Non-Hong Kong Company after Registration (pdf Format) |
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Price
Guide To Main Services (pdf Format) |
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Frequently Asked Questions : |
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Non-Hong Kong Company |
Registration of documents
Public Search Services
Deregistration of a defunct solvent private company
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