Incorporation of a local limited company in Hong Kong

    Step 1 – Choose the type. There are two common types of Hong Kong companies. One is a company limited by shares, that is, the liability of members is limited by the articles of association to the amount unpaid on the shares respectively held by them. One is a company limited by guarantee. no share capital and the liability of members is limited by the articles of association to the amount that the members respectively undertake to contribute to the assets of the company in the event of its being wound up. Non-profit-making organisations are usually registered as guarantee companies. If you want to create a non-profit organization, 996co recommends that you register as a company limited by guarantee.


    Step 2 – Choose a name for the company. Please refer to the Determination of whether a company name is “the same as” another. A company name that is the same as a name appearing in the index of company names kept by the Registrar of Companies ("the Registrar") will be rejected. You can also go to the Public Search Center on the 13th floor of the Queensway Government Offices to check the company name for free. Use the "Exact Name Search" mode and input the full and exact company name that you propose to register (use traditional Chinese characters for Chinese name). Please note: 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.


    Step 3 – Deliver the following documents with the correct fees either electronically through our "e-Registry" or “CR eFiling” mobile application or in hard copy form to the Shroff on the 14th floor of the Queensway Government Offices:

    1. Incorporation Form – Form NNC1 (for company limited by shares) or Form NNC1G (for company not limited by shares);

    2. A copy of the company's articles of association (samples are available for use at e-Registry); and

    3. A Notice to Business Registration Office (IRBR1).

    It should be noted that the registrability of a company name can only be confirmed after the application for incorporation has been processed by the Companies Registry. If the proposed company name(s) is/are incorrect or cannot be registered, the application may be rejected and the lodgement fee paid will not be refunded. In addition, if the founder member who signs the incorporation form is also a director, he/she should sign the "Consent to Act as Director" in the form. Other directors can either sign the Consent statement in the form or deliver Form NNC3 "Consent to Act as First Director" not later than 15 days after the date of incorporation of the company (“the prescribed time period”) for registration. If Form NNC3 is not delivered to the Registry for registration within the prescribed time period, the company, every responsible person of the company, and the founder member who signs the incorporation form, commit an offence, and each is liable to a fine and, for a continuing offence, to a further daily fine.


    Step 4 – Collect Certificates. If the application is approved, download or collect the Certificate of Incorporation and Business Registration Certificate (“the Certificates”). The Certificates will be issued in electronic form or hard copy form, depending on the mode of delivery of the applications. Certificates in electronic form or hard copy form have the same legal effect.

    Application delivered in electronic form: Electronic Certificates for private companies limited by shares will normally be issued within 1 hour. An email notification for download of the Certificates will be sent to the message box and registered email address of the registered user who delivers the application.

    Application delivered in hard copy form: Certificates for companies limited by shares in hard copy form will normally be issued within 4 working days. The presentor will be notified by fax when the Certificates are ready for collection. The Certificates have to be collected in person at the Registry on presentation of the Notification of Collection of Certificate(s) and the identification document / company chop mentioned therein.  If the presentor sends a representative to collect the Certificates, the representative has to produce a written authorisation from the presentor and the identification document stated in the written authorisation.