Q&A

According to "Company Ordinance" in Hong Kong, a company must appoint a company secretary or a joint secretary. The sole director and sole shareholder in a private company cannot be the company secretary simultaneously.

Shelf company is already formed or ready-made limited company and it never commences any business.

All companies should submit "Annual Return" (Form NAR1) to Registrar of Companies annually. It is the responsibility of the director(s) or secretary of a company to observe the requirements of the Companies Ordinance to file Annual Returns and other statutory documents on time. For the local private companies having a share capital, this form must be submitted to the Companies Registry within 42 days after the anniversary date ofincorporation. Late submission is subject to a higher registration fee.

A company which fails to file its Annual Return with the Companies Registry within the prescribed time period is in breach of the Companies Ordinance and is liable to prosecution. The Registrar of Companies may consider taking strike-off action in appropriate cases.

The first Profit Tax Return will be delivered from IRD in around 18 months after the company's incorporation. A few weeks later, you will receive a tax demand note to request for tax payment.

Dividends received from a corporation which is subject to Hong Kong Profits
Tax, as well as amounts already included in the assessable profits of other persons chargeable to Profits Tax (e.g. shares of profits from joint ventures) are excluded from the assessable profits of the recipient.

Generally, all expenses, to the extent to which they have been incurred by the
taxpayer in the production of chargeable profits, are allowed as deductions including :-

Sole-proprietor of a business are assessed to Profits Tax at standard rate. By electing Personal Assessment, they may claim the following deductions and
their tax liabilities will be computed at progressive rates applicable to Salaries
Tax:

Is it necessary to apply the "Business Registration Certificate"?

What is the fee of applying for a Business Registration Certificate?

There are two types of business registration certificate, namely 1-year certificate and 3-year certificate. Except for the first registration certificate of local companies falling within the one-stop company and business registration, the amount payable under a certificate depends on the commencement date of the registration certificate. For a new business other than a local company, the commencement date of its first registration certificate is its date of commencement of business, not the date of application for business or branch registration.

For local companies falling within the one-stop company and business registration, the amount payable for the first registration certificate depends on the date of submission of the related incorporation application to the Companies Registry (see A6 of FAQ) and the commencement date of the registration certificate is the date of incorporation. For renewal of certificates, the amount payable is determined by reference to the commencement date of the relevant registration certificate.