To set up a Hong Kong private limited company you need at least one founder member, at least one director who is an individual, a company secretary based in Hong Kong and a registered office in Hong Kong. You file the incorporation form (NNC1) with the Companies Registry. Filed electronically, the Companies Registry fee is HK$1,545, plus the business registration fee and levy (HK$2,350 for a 1-year certificate for submissions from 1 April 2026). Certificates for an electronic application are normally issued within 1 hour.
Who you need
- Founder member: a company limited by shares needs at least one.
- Director: a private company needs at least one director who is a natural person. There is no requirement that a director be a Hong Kong resident.
- Company secretary: an individual who ordinarily resides in Hong Kong, or a body corporate with its registered or principal office in Hong Kong. The sole director of a private company cannot also be its company secretary.
- Registered office: must be in Hong Kong.
- Capital: the Companies Ordinance sets no minimum paid-up capital.
Government fees
| Item | Fee (HK$) |
|---|---|
| Incorporation, electronic form | 1,545 |
| Incorporation, hard copy | 1,720 |
| Business registration fee and levy, 1-year certificate (1.4.2026–31.3.2027) | 2,350 |
| Business registration fee and levy, 3-year certificate (1.4.2026–31.3.2027) | 6,170 |
If an application is unsuccessful, a refund of HK$1,280 (electronic) or HK$1,425 (hard copy) can be applied for.
Steps
- Check the company name is available.
- Prepare the articles of association and the incorporation form (NNC1), with particulars of the first director(s), company secretary and registered office. These items cannot be left blank.
- File with the Companies Registry, electronically or in hard copy. Business registration is applied for at the same time.
- Receive the Certificate of Incorporation and Business Registration Certificate: normally within 1 hour for electronic applications, or within 4 working days for hard copy.
After incorporation
- Keep a significant controllers register and statutory registers.
- Tell the Business Registration Office your business particulars within 1 month of starting business.
- File the annual return (NAR1) every year and renew your business registration.
- Keep proper accounting records and have your financial statements audited each year.
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Frequently asked questions
Can a non-resident be the director of a Hong Kong company?
Yes. The Companies Ordinance does not require a director to be a Hong Kong resident. The company secretary, however, must ordinarily reside in Hong Kong (if an individual) or have its registered or principal office in Hong Kong (if a body corporate).
Is there a minimum share capital?
No. There is no minimum paid-up capital under the Companies Ordinance.
How long does incorporation take?
For an electronic application for a private company limited by shares, the certificates are normally issued within 1 hour. For a hard-copy application, normally within 4 working days.
Sources (official)
- Companies Registry FAQ: Incorporation of local companies
- Companies Registry: Major fees
- IRD: Business Registration Fee and Levy Table
- Companies Registry / IRD pamphlet: Compliance with the Companies Ordinance and Business Registration Ordinance (PAM 25)
This guide is general information, not professional advice. Government fees and deadlines can change, so check the official sources linked above.