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FAQs of Hong Kong Company Formation

Q:
What are the conditions for setting up a Hong Kong Company?
A:
The conditions for setting up a Hong Kong Company:
  • At least one individual director who is 18 or above
  • At least one shareholder (can be individual or corporate)
  • At least one company secretary, either an individual who is regularly living in Hong Kong, or a corporation whose registered office is situated in Hong Kong
  • A Hong Kong address as registered office address. P.O. Box is not allowed
Q:
I am a resident in Mainland China. Can I set up a Hong Kong Company?
A:
Yes. There is no restriction to the nationality of shareholders/directors.
Q:
Can I become a sole director and company secretary of the Company at the same time?
A:
No. The sole director of a private limited company cannot be the company secretary of the Company.
Q:
I am a resident in Mainland China. Can I become the company secretary of the Company?
A:
No. Only a Hong Kong resident or a Hong Kong limited company can become the company secretary of the Company.
Q:
What is a ready-made company?
A:
A ready-made company, or shelf company, is a company which is already incorporated but without record of business. Such companies already have full set of statutory documents (such as Certificate of Incorporation, company chop, etc.). Clients can make use of them upon completion of simple transfer procedure.
Q:
Can company name be changed?
A:
Yes. In case that you wish to change the company name, simply drop us your proposed company name for name search. Application can be filed as long as the name complies with the regulation. The lead time for change of company name is about 6 to 7 working days.

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FAQs of Offshore Company Formation

Q:
What is an Offshore Company?
A:
Offshore Company is the company whose place of operation is away from the jurisdiction of the Company (e.g. Seychelles, BVI, Samoa, Cayman Islands, etc.). In general, tax and tax return is not required for offshore companies. Only annual license fee is required. This characteristics attracts investors from all over the world.
Please note that an offshore company is usually not allowed to operate within the jurisdiction of the company.
Q:
Do I need to set up an offshore company?
A:
Offshore company is in general used for tax planning, holding company and investment, international trade, overseas listing, etc. You may consider setting up an offshore company if you wish to perform the above functions. You may also set up an offshore company if privacy is your primary concern.
Q:
Which jurisdiction suits my need?
A:
This is a rather complicated question which cannot have a straightforward answer due to the fact that there are different characteristics and requirements for different jurisdictions. Please contact our professional team for assistance.
Q:
Can I use Chinese company name for offshore companies?
A:
Most of the offshore companies, including Seychelles, BVI, Samoa, etc., allow the use of Chinese company name.
Q:
I have set up an offshore company. Can I start my business in Hong Kong without further registration?
A:
No. According to Companies Ordinance (Chapter 622 of the Laws of Hong Kong), offshore companies which intend to start business in Hong Kong have to register as a non-Hong Kong company within one month after setting up a business location. We provide the registration service for our clients. The lead time for registration is about 5 working days.

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FAQs of Hong Kong Company Secretary

Q:
What is Company Secretary?
A:
Company Secretary is a senior position in modern corporate system. They are the administrative professionals in a corporation. They not only cooperate with directors, shareholders and senior officers within the organization, but also liaise with government and various regulatory bodies. Every Hong Kong limited company must appoint at least one company secretary pursuant to Companies Ordinance.
Q:
What are the roles and responsibilities of Company Secretary?
A:
The roles and responsibilities of Company Secretary include:
  • Handling and maintaining statutory records of the Company
  • Filing company structure and the respective changes to the Companies Registry
  • Preparing and submitting Annual Return and other statutory documents
  • Preparing and attending board meetings and general meetings
  • Advise on corporate governance issues
Q:
What should I do if I am not able to find a Hong Kong residence as Company Secretary?
A:
We dedicate to provide quality Company Secretarial services to our clients so that they can focus on their business and avoid disturbance which may arise when dealing with complicated regulations

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FAQs of Offshore Company Administration

Q:
Is Company Secretary a mandatory requirement for offshore companies?
A:
It is not compulsory for most of the offshore companies to appoint a company secretary. You may, however, appoint an administrator to perform the functions of a company secretary (such as maintaining statutory records, reporting change of corporate structure, renewal of licences, etc.)
Q:
Is Annual Return a mandatory requirement for offshore companies?
A:
Most of jurisdictions do not require offshore companies to file an Annual Return. The companies are nevertheless required to pay annual renewal fee in order to maintain the live status of the company.

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FAQs of Registered Office and Correspondence Address

Q:
Is it compulsory for a Hong Kong company to have an address in Hong Kong?
A:
Yes. Every Hong Kong Company must have a registered office address situated in Hong Kong. P.O. Box is not allowed.
Q:
I don’t have an office in Hong Kong. Can I set up a company here?
A:
Registered office is not necessary your working place. Our company provides registered office service with mail receipt and forwarding. We can forward the mail to your working place, both in Hong Kong and overseas.

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FAQs of Bank Account Opening

Q:
Is it compulsory for a company to open a bank account?
A:
You don’t need a bank account for your company. However, it is normal for a company to have a bank account for daily business operations and transactions.
Q:
What documents are required for opening bank account?
A:
In general, the following documents are required for bank account opening:
  • Original minutes for bank account opening approval
  • Original ID document of directors and shareholders
  • Original Business Registration Certificate and Certificate of Incorporation
  • Original Memorandum and Articles of Association
  • Company chop/common seal
  • Other statutory records
  • Address proof of directors
  • Business proof, such as purchase orders, sales/purchase invoices, contracts, bills of landing, etc.
Q:
Are there any restrictions in cash withdrawal, remittance and foreign currency exchange?
A:
There is no restrictions in withdrawal, remittance and foreign currency exchange in Hong Kong.
Q:
Are directors and shareholders the only persons to operate the bank account?
A:
You may authorize third parties to operate the bank account on your behalf other than directors and shareholders.
Q:
Is it necessary for directors to be present in Hong Kong for bank account opening? Can the process be done in Mainland China?
A:
Directors must be present in Hong Kong to complete the bank account opening process. Alternatively, they can opt to open a bank account at foreign bank in Mainland China.

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FAQs of Winding-up and Deregistration

Q:
I would like to cease my business in Hong Kong. What should I do to my Hong Kong Company? Can it be struck off automatically by not renewing it?
A:
ABSOLUTELY NOT! When you decide to cease the business, the company must undergo a series of winding-up procedure (either liquidation or deregistration) according to regulations. Otherwise, the company will remain active. If an active company is not maintained according to regulations, the company and its officers will be liable to a fine if prosecuted.
Q:
Can my company apply for deregistration?
A:
A private limited company or a company limited by guarantee can apply for deregistration upon satisfying the following conditions:
  • all members of the company agree to the deregistration of the company
  • either the company has not commenced operation or business, or the company has not been in operation or carried on business during the 3 months immediately before this application
  • the company has no outstanding liabilities
  • the company is not a party to any legal proceedings
  • the company’s assets do not consist of any immovable property situate in Hong Kong
  • if the company is a holding company, none of its subsidiary’s assets consist of any immovable property situate in Hong Kong
  • the company is not a company specified in section 749 of the Companies Ordinance
Q:
What documents are required for deregistration? And how long will it take?
A:
Please provide the following information if you are not yet our clients:
  • Certificate of Incorporation of the Company
  • Business Registration Certificate
  • Memorandum and Articles of Association of the Company
  • Latest Annual Return
  • Latest financial statements
The time required to complete the whole process is 6 to 9 months. The processing time will be longer in case of being objected by third parties.

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FAQs of Trademark Registration

Q:
I have incorporated a Hong Kong company. Can I use the company name as trade mark?
A:
A company name registration at the Companies Registry or a business name registered with the Business Registration Office does not grant the right to the owner to use the name as “trademark” for promotion and sales of goods and services in Hong Kong. You are still required to apply for registration of your trademarks with the Trade Marks Registry in order to enjoy the exclusive right to use the trade mark in relation to the goods and services in Hong Kong for which the mark is registered.
Q:
What documents are required for trade mark registration?
A:
The following documents are required:
  • Individual application: Copy of ID document
  • Corporate application: Copy of company registration information
  • Figure of trade mark
  • Application form
Q:
How long does it take for registering trade mark? And what is the validity of the registered trade mark?
A:
The time required for registration is 6 to 8 months if there is no objection from third parties. The validity of a successfully registered trade mark is normally 10 years.
Q:
What’s Trademark Classification?
A:

There are 45 classes of goods and services, in which class 1 to 34 are goods, and class 35 to 45 are services, according to the 10th edition of the Nice Classification, an internationally recognized classification prepared by the World Intellectual Property Organization (WIPO).

Goods

Class 1: Chemicals used in industry, science and photography, as well as in agriculture, horticulture and forestry; unprocessed artificial resins, unprocessed plastics; manures; fire extinguishing compositions; tempering and soldering preparations; chemical substances for preserving foodstuffs; tanning substances; adhesives used in industry.

Class 2: Paints, varnishes, lacquers; preservatives against rust and against deterioration of wood; colorants; mordants; raw natural resins; metals in foil and powder form for painters, decorators, printers and artists.

Class 3: Bleaching preparations and other substances for laundry use; cleaning, polishing, scouring and abrasive preparations; soaps; perfumery, essential oils, cosmetics, hair lotions; dentifrices.

Class 4: Industrial oils and greases; lubricants; dust absorbing, wetting and binding compositions; fuels (including motor spirit) and illuminants; candles and wicks for lighting.

Class 5: Pharmaceutical and veterinary preparations; sanitary preparations for medical purposes; dietetic food and substances adapted for medical or veterinary use, food for babies; dietary supplements for humans and animals ; plasters, materials for dressings; material for stopping teeth, dental wax; disinfectants; preparations for destroying vermin; fungicides, herbicides.

Class 6: Common metals and their alloys; metal building materials; transportable buildings of metal; materials of metal for railway tracks; non-electric cables and wires of common metal; ironmongery, small items of metal hardware; pipes and tubes of metal; safes; goods of common metal not included in other classes; ores.

Class 7: Machines and machine tools; motors and engines (except for land vehicles); machine coupling and transmission components (except for land vehicles); agricultural implements other than hand-operated; incubators for eggs; automatic vending machines.

Class 8: Hand tools and implements (hand operated); cutlery; side arms; razors.

Class 9: Scientific, nautical, surveying, photographic, cinematographic, optical, weighing, measuring, signalling, checking (supervision), life-saving and teaching apparatus and instruments; apparatus and instruments for conducting, switching, transforming, accumulating, regulating or controlling electricity; apparatus for recording, transmission or reproduction of sound or images; magnetic data carriers, recording discs; compact discs, DVDs and other digital recording media; mechanisms for coin-operated apparatus; cash registers, calculating machines, data processing equipment, computers; computer software; fire-extinguishing apparatus.

Class 10: Surgical, medical, dental and veterinary apparatus and instruments, artificial limbs, eyes and teeth; orthopaedic articles; suture materials.

Class 11: Apparatus for lighting, heating, steam generating, cooking, refrigerating, drying, ventilating, water supply and sanitary purposes.

Class 12: Vehicles; apparatus for locomotion by land, air or water.

Class 13: Firearms; ammunition and projectiles, explosives; fireworks.

Class 14: Precious metals and their alloys and goods in precious metals or coated therewith, not included in other classes; jewellery, precious stones; horological and chronometric instruments.

Class 15: Musical instruments.

Class 16: Paper, cardboard and goods made from these materials, not included in other classes; printed matter; bookbinding material; photographs; stationery; adhesives for stationery or household purposes; artists' materials; paint brushes; typewriters and office requisites (except furniture); instructional and teaching material (except apparatus); plastic materials for packaging (not included in other classes); printers' type; printing blocks.

Class 17: Rubber, gutta-percha, gum, asbestos, mica and goods made from these materials and not included in other classes; plastics in extruded form for use in manufacture; packing, stopping and insulating materials; flexible pipes, not of metal.

Class 18: Leather and imitations of leather, and goods made of these materials and not included in other classes; animal skins, hides; trunks and travelling bags; umbrellas and parasols; walking sticks; whips, harness and saddlery.

Class 19: Building materials (non-metallic); non-metallic rigid pipes for building; asphalt, pitch and bitumen; non-metallic transportable buildings; monuments, not of metal.

Class 20: Furniture, mirrors, picture frames; goods (not included in other classes) of wood, cork, reed, cane, wicker, horn, bone, ivory, whalebone, shell, amber, mother-of-pearl, meerschaum and substitutes for all these materials, or of plastics.

Class 21: Household or kitchen utensils and containers; combs and sponges; brushes (except paintbrushes); brush-making materials; articles for cleaning purposes; steelwool; unworked or semi-worked glass (except glass used in building); glassware, porcelain and earthenware not included in other classes.

Class 22: Ropes, string, nets, tents, awnings, tarpaulins, sails, sacks and bags (not included in other classes); padding and stuffing materials (except of rubber or plastics); raw fibrous textile materials.

Class 23: Yarns and threads, for textile use.

Class 24: Textiles and textile goods, not included in other classes; bed covers; table covers.

Class 25: Clothing, footwear, headgear.

Class 26: Lace and embroidery, ribbons and braid; buttons, hooks and eyes, pins and needles; artificial flowers.

Class 27: Carpets, rugs, mats and matting, linoleum and other materials for covering existing floors; wall hangings (non-textile).

Class 28: Games and playthings; gymnastic and sporting articles not included in other classes; decorations for Christmas trees.

Class 29: Meat, fish, poultry and game; meat extracts; preserved, frozen, dried and cooked fruits and vegetables; jellies, jams, compotes; eggs; milk and milk products; edible oils and fats.

Class 30: Coffee, tea, cocoa and artificial coffee; rice; tapioca and sago; flour and preparations made from cereals; bread, pastry and confectionery; edible ices; sugar, honey, treacle; yeast, baking-powder; salt; mustard; vinegar, sauces (condiments); spices; ice.

Class 31: Grains and agricultural, horticultural and forestry products not included in other classes; live animals; fresh fruits and vegetables; seeds; natural plants and flowers; foodstuffs for animals; malt.

Class 32: Beers; mineral and aerated waters and other non-alcoholic beverages; fruit beverages and fruit juices; syrups and other preparations for making beverages.

Class 33: Alcoholic beverages (except beers).

Class 34: Tobacco; smokers' articles; matches.

Services

Class 35: Advertising; business management; business administration; office functions.

Class 36: Insurance; financial affairs; monetary affairs; real estate affairs.

Class 37: Building construction; repair; installation services.

Class 38: Telecommunications.

Class 39: Transport; packaging and storage of goods; travel arrangement.

Class 40: Treatment of materials.

Class 41: Education; providing of training; entertainment; sporting and cultural activities.

Class 42: Scientific and technological services and research and design relating thereto; industrial analysis and research services; design and development of computer hardware and software.

Class 43: Services for providing food and drink; temporary accommodation.

Class 44: Medical services; veterinary services; hygienic and beauty care for human beings or animals; agriculture, horticulture and forestry services.

Class 45: Legal services; security services for the protection of property and individuals; personal and social services rendered by others to meet the needs of individuals.

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Contact Information

Add. Room 202, 2/F., Kam Sang Building, 257 Des Voeux Road Central, Hong Kong
Tel (852) 3166 0361
Fax (852) 3160 8444
E-mail info@srss.com.hk