Business Names
The Hong Kong Registrar of Businesses is liable for approving new business names and name change applications. In general, customers could choose their preferred business names free but the new business name may need to be unique and cannot be too similar to existing business names. You will find restrictions of utilizing sure words in a business name, for illustration "bank" or "trust". Business names can be in English or in English with Chinese characters and should contain the description "limited".
The utilization of trading names is permissible but care needs to be taken to avoid conflict with an existing business or trading name. The trading name ought to be displayed on business letterheads, promotional information and all information created available towards the public.
Shareholders
The Hong Kong Companies Ordinance stipulates that there needs to be a minimum of one shareholder in each business. A shareholder need not become a resident in Hong Kong and is someone or a corporate body.
The identities of shareholders are public records and are checked by undertaking a business search.
A popular practice in Hong Kong is the use of nominee shareholders to keep complete confidentiality of ownership. The name of the nominee shareholder can be as a public record. The name of the beneficial owner isn't documented as a public record. An easy declaration of trust is executed between the nominee shareholder and the beneficial owner to protect the interest of the beneficial owner. The declaration of trust is stamped and delivered towards the beneficial owner and a blank share transfer document is signed by the nominee. The beneficial owner could therefore take command of the business anytime. We provide nominee shareholder services to various customers and through consultation could advise and install a good nominee structure for most owners.
Share Capital
An authorised share capital is established upon incorporation. The standard authorised share capital for businesses incorporated in Hong Kong is HK$10,000 represented by 10,000 average shares of HK$1.00 each. The authorised share capital is increased anytime by the passing of an average resolution by the shareholders.
A minimum of 1 share is needed to become issued. Shares are issued for money or different consideration. Shares are freely transferable but any transfer is subject to stamp duty at the rate of 0.2%.
Administration
Each business documented in Hong Kong is required to get a Memorandum and Pieces of Association which govern the surgery of the business through the provision of simple rules and procedures. The Hong Kong Companies Ordinance includes a standard Memorandum and Pieces of Association. Usually many private businesses follow the standard format. We give Memorandum and Pieces of Association amendment services to cater for needs of our customers.
Directors
The companies' legislation in Hong Kong needs a private limited business to appoint a minimum of 1 director but businesses different to private businesses shall have at least 2 directors. Directors can be non-residents of Hong Kong and can be either people or a corporate body. The identities of directors are again public records.
The duties of directors are laid down within the company's Memorandum and Pieces of Association. The statutory obligations of directors and their possible liabilities are documented within the Businesses Ordinance.
It's general practice for nominee directors to become appointed, particularly by overseas principals, as directors of private businesses. And the obvious efficiency of getting directors placed in Hong Kong, the utilization of nominee directors protects the confidentiality of the principal as just the identity of the nominee director are detailed as a public record. We provide nominee director services.
Secretary
Each business should appoint a business secretary who needs to be resident in Hong Kong. Amongst different duties, the business secretary holds duty for ensuring the business is compliant in the needs of the Hong Kong Companies Ordinance and should keep the statutory books and records of the business. A business secretary is either someone or a corporate body. A sole director cannot also become secretary of a business.
Hong Kong