Company Registration in Hong Kong: Companies Registry, Business Registration, Company Secretary and Your First Audit.

Four offices, one company

Company registration in Hong Kong looks like a single filing, and in one sense it is: one online submission to the Companies Registry creates the company and applies for its business registration at the same time. What that submission sets in motion is less obvious. Four separate sets of rules now apply, and each government office publishes only its own piece.

The sections below take each one in turn, then put the first 18 months on a single timeline.

Company registration in Hong Kong: the Companies Registry filing

A private company limited by shares is formed by delivering three documents to the Companies Registry: the incorporation form (Form NNC1), a copy of the articles of association, and a Notice to Business Registration Office (Form IRBR1). The articles are the company's internal rulebook. You can adapt the model articles the Registry provides or have a lawyer draft bespoke ones.

The incorporation form has to name the first directors, the company secretary, and the registered office address. None of these can be left blank. The Companies Registry's incorporation FAQ confirms that an incomplete form is rejected, and that non-residents can incorporate a Hong Kong company. Owning a company does not by itself give permission to work in Hong Kong: founders who plan to relocate usually need a visa, such as one of the Hong Kong work visa routes for employees, talent, or entrepreneurs. There is no minimum paid-up share capital, and a company limited by shares needs at least one founder member (the first shareholder).

Filed electronically through the Registry's e-Services Portal, the Certificate of Incorporation and the Business Registration Certificate are normally issued within one hour. Paper filings normally take four working days.

Source: Companies Registry and Inland Revenue Department. Checked September 2026.

Any first director who did not sign the consent to act in the incorporation form must deliver it separately (Form NNC3) within 15 days of incorporation. Missing that deadline is an offence for the company and its responsible officers.

Business registration: automatic, but not a one-off

Delivering an incorporation application counts as applying for business registration, so a new company does not file a separate application with the Inland Revenue Department. It does pay the business registration fee and levy up front, alongside the incorporation fee.

The fee is HK$2,200 a year, and the levy is HK$150, which funds the Protection of Wages on Insolvency Fund. The government raised the fee and waived the levy for two years from 1 April 2024. That waiver ran to 31 March 2026, and the 2026-27 Budget tax measures do not include a new one. Older guides that quote HK$2,200 as the whole bill are describing the waiver years. For a new company, the IRD sets the amount of the first certificate by the date the incorporation documents are delivered, so check the fee table on the day you file.

Two follow-ups are easy to miss:

• Business particulars. The incorporation form's description of your business is not passed to the Business Registration Office. The company must notify it of the nature of the business, by letter or Form IRBR200, within one month of starting business.
• Renewal. The certificate runs for one year, or three years if you choose that option. The IRD sends a renewal demand note around the middle of the month before the new certificate starts, and the paid demand note becomes the new certificate.

The company secretary and registered office

Every Hong Kong private company must have a company secretary and at least one director who is an individual. The sole director of a private company cannot also be its company secretary. If the secretary is an individual, they must ordinarily reside in Hong Kong. If the secretary is a company, its registered or principal office must be in Hong Kong. Directors, by contrast, have no residency requirement under the Companies Ordinance.

The registered office must be in Hong Kong as well. Together, these two rules are why many foreign-owned companies appoint a company secretarial firm from the start: it can act as secretary and provide the registered office address, and it typically keeps the statutory registers and minutes as well.

Firms that act as company secretary for clients are regulated as trust or company service providers (TCSPs). TCSPs need a licence from the Registrar of Companies and must pass a fit-and-proper test before they can offer those services as a business. The incorporation form itself asks for the secretary's TCSP licence number, or a reason why none is required, so ask any firm you are considering for that number before you sign.

The significant controllers register

Every company incorporated in Hong Kong, other than a listed company, must keep a significant controllers register: a record of the people who ultimately own or control it. A significant controller is anyone who holds, directly or indirectly, more than 25% of the shares or voting rights, can appoint or remove a majority of the board, or exercises significant influence or control.

According to the Companies Registry's significant controllers FAQ, the register is not filed with the Registry. It is kept at the registered office or another place in Hong Kong and must be available to law enforcement officers on demand. Ownership through a holding company does not end the trail. If a BVI company you wholly own holds your Hong Kong company, both the BVI company and you go on the register.

The company must also name a designated representative to help law enforcement with the register. That person must be a Hong Kong-resident shareholder, director, or employee, or else an accounting professional, a legal professional, or a TCSP licensee. For a foreign founder with no Hong Kong staff, this is often the company secretarial firm again.

Your first 18 months after company registration

The deadlines arrive from different offices on different clocks. Laid out together, the first year and a half looks like this:

The annual return. A local private company delivers it within 42 days after each anniversary of incorporation. The Registrar cannot extend that deadline, and late delivery raises the fee from HK$105 to between HK$870 and HK$3,480, on top of possible prosecution with fines of up to HK$50,000, according to the Registry's annual return page.

The first audit. Audited financial statements are required for every Hong Kong company, including small companies that prepare simplified accounts. The only exception is a company that is formally dormant, as the Registry's accounts and audit FAQ confirms. The auditor must be a CPA (practising), CPA firm, or corporate practice registered with the Accounting and Financial Reporting Council (AFRC). An accountant without that registration can keep your books but cannot sign the audit. The guide to choosing a certified public accountant in Hong Kong explains how to check a firm on the AFRC register before you appoint it.

The first profits tax return. GovHK states that a new business generally receives its first profits tax return some 18 months after incorporation, and returns are generally due within one month of issue. A corporation files it with audited financial statements and a tax computation, so the first audit has to be finished by then. Working backwards, your bookkeeping and audit engagement need to be in place well before the return arrives.

Opening a business bank account

The bank account is a separate process, run by the bank, and no government office publishes a standard timeline for it. Banks ask for corporate documents, the registered office and principal place of business, details of the beneficial owners, and the purpose of the account.

The Hong Kong Monetary Authority has set out requests that banks should not make as a matter of course. These include requiring every director and beneficial owner of an overseas company to attend in person, expecting a start-up to show the same track record and projections as an established company, and demanding that all documents be certified in Hong Kong. Banks still decide case by case, so a clear ownership chart and a short description of the business make the conversation easier.

Lawyer, company secretarial firm, or accounting firm?

The Companies Registry itself suggests that people who do not often stay in Hong Kong, or who are unfamiliar with the procedure, contact local professional firms such as solicitors, accountancy firms, or secretarial firms. Which one depends on the job.

For a single founder using standard articles, an accounting firm in Hong Kong with a company secretarial team can usually handle the setup and the first year's filings together. When there are several founders, outside investors, or unusual share rights, bring in a corporate lawyer in Hong Kong before incorporation, since changing articles and share structures later costs more than getting them right at the start. That drafting is solicitors' work; the difference between a solicitor and a barrister in Hong Kong matters mainly once a dispute heads to court. If the business needs a licence for a regulated activity, or a shareholder dispute arises later, the wider list of lawyers in Hong Kong covers those practice areas. Where profits may be earned outside Hong Kong, a tax advisor in Hong Kong can look at the source question before the first return is due.

This guide is general information about company registration in Hong Kong. It is not legal, tax, or accounting advice. For a specific company, speak with a qualified professional.