Services

What we do, and what it involves.

Five lines of work. For each one: what it covers, who it is for, how long it takes and what you end up holding.

Getting advice

Decisions taken before they become filings.

Most of what goes wrong in a Hong Kong company was decided, not filed. Advisory work is the part that happens early enough to matter.

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Business consulting

Practical structuring and compliance planning for owner-managed companies: whether to hold a new venture in a separate entity, how a group should be arranged, what changes when you take on your first employee or your first overseas customer, and what the compliance cost of a given structure actually is over a year.

Typically engaged as a fixed-fee piece of work with a written note of advice at the end, rather than an open-ended retainer.

Tax advisory & planning

Profits tax planning ahead of the year end rather than after it. Common questions: whether income has a Hong Kong source, whether the two-tiered rates apply and to which entity, how to treat related-party charges between a Hong Kong company and a mainland or offshore affiliate, what documentation an offshore claim needs before you make it, and the deduction position on specific expenditure.

Where a position is genuinely uncertain we will say so, and set out the argument on both sides rather than only the favourable one.

Getting started

Setting the entity up, and protecting the name.

Company formation

Incorporation of a Hong Kong private company limited by shares under the Companies Ordinance (Cap. 622), together with the business registration that must follow it.

A Hong Kong company needs at least one director who is a natural person, at least one shareholder, a company secretary who — if an individual — must ordinarily reside in Hong Kong, and a registered office in Hong Kong. There is no minimum share capital of substance. A non-resident can own and control the company outright.

What the work covers

  • Name availability check against the Companies Register
  • Incorporation form NNC1 and articles of association
  • Certificate of Incorporation and Business Registration Certificate
  • First board minutes, share certificates, statutory registers
  • Significant controllers register, written up and kept at the registered office
  • Company chop and common seal
  • Introduction for bank account opening no outcome promised

Carried out under Trust or Company Service Provider licence TC009944.

We will confirm the expected timetable for your case in writing before starting. Note that bank account opening is decided by the bank, not by us, and is usually the longest part of setting up.

Offshore company

Formation and ongoing maintenance of companies in the usual offshore jurisdictions — most often the British Virgin Islands, and Samoa or the Cayman Islands where there is a reason for it — normally as a holding vehicle above a Hong Kong operating company.

We will ask what the structure is for before recommending one. An offshore company introduces annual cost, economic substance considerations and banking friction, and for a plain Hong Kong trading business it is frequently the wrong answer. Where it is the right answer, the reason is usually shareholder arrangements or a contemplated sale, not tax.

What the work covers

  • Jurisdiction and structure recommendation, in writing
  • Incorporation via licensed registered agents in the jurisdiction
  • Registered agent and registered office, maintained annually
  • Annual government fee administration and renewal tracking
  • Certificates of incumbency and good standing when banks ask
  • Certified and, where needed, notarised or apostilled document sets

Trademark registration

Registration of trade marks in Hong Kong under the Trade Marks Ordinance (Cap. 559). Hong Kong operates on a first-to-file basis, registration lasts ten years and is renewable indefinitely, and rights run from the filing date once the mark registers.

Registering a company name does not protect it as a trade mark. They are separate registers, and a company name that clears at the Companies Registry can still infringe someone else's mark.

How it runs

  • Availability search and a view on registrability before you spend
  • Choosing the classes — the main driver of both cost and protection
  • Filing the application and handling the formalities examination
  • Responding to objections from the Registry
  • Publication for opposition, then the registration certificate
  • Renewal diarised for the ten-year date

Registration takes considerably longer than incorporation, and the timetable depends on whether the mark is objected to or opposed. Official fees are set by the Intellectual Property Department, charged per class, and passed through at cost.

Keeping the books

Books your auditor will accept and you can actually read.

Bookkeeping and management accounts for owner-managed companies, prepared to support the statutory audit rather than to be redone at year end. Hong Kong companies must keep proper books and records, and the accounts must be audited by a practising certified public accountant — we prepare, and we work with your auditor.

We are software-agnostic. If you already run Xero or QuickBooks we will work in it; if you keep records in spreadsheets and a folder of invoices, that is workable too, and often cheaper than migrating.

Bookkeeping

Transaction processing, bank and control-account reconciliations, accounts payable and receivable ledgers, and multi-currency where you trade in more than one.

Management accounts

Monthly or quarterly, to a format you find useful rather than a standard pack nobody opens.

Year-end file

Trial balance, schedules, lead sheets and supporting analysis, handed to your auditor in the form they ask for.

Audit support

We answer the auditor's queries and clear the points, so the questions come to us rather than to you.

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Fees follow transaction volume and how the records arrive, not hours.

Staying filed

Returns filed on figures somebody reconciled.

Profits tax compliance under the Inland Revenue Ordinance: the computation, the return, and the correspondence that follows. Hong Kong's two-tiered profits tax rates apply to the first tranche of assessable profits of a qualifying entity, and only one entity in a group of connected entities may claim them — which is a choice somebody has to make deliberately.

A new company's first profits tax return arrives some time after incorporation, and the filing window is short. If one has landed on your desk and you are not sure what to do with it, that is a good moment to call.

What this covers

  • Profits tax computation from the audited accounts
  • Profits tax return and supporting schedules
  • Two-tiered rate election across connected entities
  • Employer's returns and new-hire and departure notifications
  • Applications to hold over provisional tax
  • Responding to IRD enquiries and assessments
  • Objections and, where appropriate, offshore claims

Filing deadlines depend on your financial year end and on whether your representative is within the block extension scheme. We will confirm your actual dates in writing at the start of the engagement.

Staying compliant

The obligations that run for as long as the company does.

Company secretary

Every Hong Kong company must have a company secretary, and a sole director cannot also be the company secretary. Where the secretary is an individual they must ordinarily reside in Hong Kong; where it is a body corporate it must have a registered office or place of business here.

The role is the statutory housekeeping: keeping the registers right, getting the filings in on time, and documenting decisions so that when a bank, a buyer or the Registry asks, the paperwork exists.

We act as company secretary under Trust or Company Service Provider licence TC009944.

Included in the annual engagement

  • Named company secretary and registered office address
  • Annual return (NAR1) prepared and filed
  • Business registration certificate renewal
  • Statutory registers — members, directors, secretaries, charges
  • Significant controllers register, kept current
  • Annual general meeting, or the written resolution dispensing with it
  • Director, secretary and shareholder changes as they arise
  • Share allotments and transfers, including the stamping
  • Certified copies for banks and counterparties

Company dissolution

Closing a Hong Kong company properly. For a solvent company that has stopped trading, the route is voluntary deregistration — cheaper and simpler than a winding-up, but only available if the conditions are met.

Leaving a company dormant instead is a common and expensive mistake: the annual return, the business registration renewal and the audit obligation do not stop because the trading did, and penalties accrue against the directors.

If the company cannot pay its debts, or the members do not all agree, deregistration is not available and it becomes a winding-up. That is a materially different exercise and we will tell you plainly which one you are in.

Deregistration, in order

  • Eligibility review — solvency, consent, whether trading has ceased
  • Members' written agreement and board resolutions
  • Bring outstanding returns and filings up to date first
  • Apply for the Commissioner's notice of no objection
  • File the deregistration application (NDR1) with the Registry
  • Registry gazettes the notice; objection period runs
  • Dissolution gazetted; you receive the notice for your records

This is a several-stage process rather than a quick one, and it runs faster if nothing is outstanding — we will set out the expected timetable for your company at the start. One practical point: close the bank accounts and clear receivables before the application, because assets left behind at dissolution pass to the Government as bona vacantia and recovering them is difficult.

Document authentication

Getting Hong Kong corporate documents accepted abroad — and knowing which of three different procedures you actually need, because the wrong one has to be done again from the start.

Notarisation is a notary public certifying a signature, a copy or a fact. In Hong Kong only a solicitor entered on the High Court's register of notaries public may act.

Apostille is the single certificate used between states party to the Hague Convention. In Hong Kong the apostille is issued by the High Court, and no consulate is involved.

Consular legalisation is the longer route required where the destination is not a Hague party — the document is authenticated and then legalised by that country's embassy or consulate.

For documents destined for the Mainland the route is different again, and generally runs through a China-appointed attesting officer rather than a Hong Kong notary. This is the single most common thing clients get wrong.

Tell us three things

  • Which document — and whether an original exists
  • Which country it is going to
  • Who is asking for it, and in what words

From those three we will tell you the route, the sequence, the realistic turnaround and what it will cost — before you commit to any of it. The requesting party's exact wording matters: "notarised" in a foreign bank's checklist quite often means apostilled, and occasionally means neither.

Of the three routes, consular legalisation is much the slowest and depends entirely on the consulate concerned. We will tell you which route applies and what to expect before you commit.

Start with the situation, not the service.

Describe what the company is doing and what has prompted you to look. We will tell you which of the above applies — and which does not.