Incorporate a Holding Company in Hong Kong, How to Register a Company in Hong Kong
. The SAR's non-discriminatory low tax regime makes it an extremely attractive location for holding companies to base their operations. Unusually low tax rates and a range of generous tax deductible allowances are further complemented by the complete absence of certain types of taxation. The principal fiscal advantages available to holding companies are as follows:
Dividend Income: dividend income received by a holding company from a resident or non-resident subsidiary is free of an assessment to profits tax. Branch profits remitted to the parent company receive the same fiscal exemption. Capital Gains: capital gains made by a holding company on the sale of shares in a resident or non-resident subsidiary are free of an assessment to capital gains tax since there is no capital gains tax (and since in the case of a non resident subsidiary the profits arose outside the jurisdiction and therefore are not taxable under the "territorial principle"). Nor unlike other jurisdictions are capital gains deemed trading income and assessed to a profits tax.
Dividends Distributed: dividends distributed to shareholders are free of withholding taxes as there are no withholding taxes in Hong Kong. The Territorial Principle & Controlled Foreign Company Legislation: unlike other jurisdictions Hong Kong does not have controlled foreign company legislation under which the profits of a non-resident subsidiary are taxed as if they were the profits of the resident parent company. Under the territorial principle income whose source is deemed to be outside the territory is exempt from tax in Hong Kong. Coddan provides hassle free services from company name search, to nominee shareholders, nominee directors, company secretary and registered office address services. Please contact us for details. Shelf companies list would be provided for selection upon request, and company name can be changed if your proposed name is not registered by existing company with the Companies Registry. A shelf company is ready for your instant use. Incorporation of tailor-made company takes about one to two weeks. Detailed information would be provided upon request.
Choose one of the following packages that will best serve you:
Further information
Coddan CPM LTD - specialists in Hong Kong Holding business start up advice, resources and solutions. With Coddan your Hong Kong business start up idea can literally become a reality in hours! We offer everything a business incorporation or growing business needs right from free advice through to electronic HK Holding company formation & Hong Kong Holdings company registration, HK company formation, China company creation, business stationery/business cards, website templates, domain registration, compliance software, virtual offices, accountancy, financial services, trademark registration, marketing, e-commerce plus much more.
Hong Kong Holding company formations should be quick and painless - whether you are an accountant for whom company start-up is a frequent activity or an individual ordering your first HK Holding company registration. We were the first incorporation agent in the world to offer a complete online Hong Kong Holding company incorporations service and we continue to refine our ordering system, which has been widely praised for ease of use. If you want to become familiar with the description and the contents of limited companies filing packages, offered by Coddan CPM LTD and to find above, what kind of service is included in this or that Hong Kong companies registration package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the company incorporation within Hong Kong, please, select the package you need from the list, situated below the banner.
The information in the banner will be renewed according to the package you've chosen.
Hong Kong Holding Company is a company that usually confines its activities to owning stock in and supervising management of other companies. A holding company usually owns a controlling interest in the companies whose stock it holds. In order for a corporation to gain the benefits of tax consolidation, including tax-free dividends and the ability to share operating losses, the holding company must own 80% or more of the voting stock of the company. A company may own one or more other companies which are its subsidiaries. The relationship between parent and subsidiary depends on majority control of the voting rights of shares or the ability to appoint the majority of directors. Apply to HK registered companies, foreign registered companies resident in the Hong Kong for tax purposes, as well as Hong Kong branches of companies registered outside the HK. If you want to become familiar with the description and the contents of UK holding companies formation packages, offered by Coddan CPM LTD and to find above, what kind of service is included in this or that holding companies incorporation package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the Hong Kong holding company registration within Hong Kong, please, select the package you need from the list, situated below the banner.
The information in the banner will be renewed according to the package you've chosen.
HK holding companies as companies the purpose of which consists exclusively or primly in the administration of assets or in participation in or the permanent administration of interest in other enterprises. A standard limited company may be used as a holding company of any kind of entity anywhere in the world. Such a structure enhances the owner's privacy, facilitates ultimate sale of the underlying business and may have other practical benefits in the course of day-to-day operations. For example, the holding company could be used to provide loans to subsidiaries in various countries, on which the subsidiaries may obtain the benefit of tax deductions on interest paid.
The Hong Kong holding company of overseas subsidiary companies already performs creditably as an international holding company. Consider the following: the Hong Kong has double tax treaties in the world, and is also a signatory to the EU Parent / Subsidiary Directive. Given the quality and extent of the HK's tax treaty network, it is arguably the best performer in the important discipline of extracting overseas dividends at the minimum tax cost. Whilst the Hong Kong offers no exemption from HK corporation tax on foreign income dividends, it grants double tax relief by way of a credit for foreign corporation tax underlying the dividends provided that the company holds, directly or indirectly, at least 10% of the share capital of the company from whom the tax credit is claimed.
Where the underlying foreign corporate tax rate is 30% or more, then the credit will normally be a complete relief from HK corporation tax - and therefore as good as an exemption. It is significant that the HK has lower rates of corporation tax than most other industrial nations. The Hong Kong is remarkable in not imposing any withholding tax on dividends distributed by companies to HK non-resident shareholders. It therefore outperforms the other leading holding company locations in this regard.
The investing company must be a qualifying trading company or a qualifying holding company throughout the period beginning with the start of the last twelve month period in which the substantial shareholding condition is met and ending at the time of the disposal and also immediately after the disposal. The definition of a qualifying trading company is one which does not carry on to any substantial extent non-trading activities such as holding intellectual property and ownership of land or assets as investments. A qualifying holding company is one which together with its 51% subsidiaries does not carry on to any substantial extent non-trading activities.
Hong Kong company incorporation normally takes 7 to 10 working days. Search name availability for your Hong Kong company. Payment of first year's government fees. Capital duty of authorized capital at HK$10,000. Application of Business Registration. Applicant appointed as company founding Director. Applicant appointed as company Shareholder. HK$10,000.00 Authorised Share Capital. Preparation & filing of Memorandum & Articles of Association at Registry. Filing Notice of Register Office, Notification of First Directors and secretary, director's consent, shares allotment, transfer of shares, issuing share certificates and preparing Minutes of First directors' meeting. Hong Kong Registered Agent (Secretary) & Registered Office fees for the first year. The following documents will be delivered via FedEx or DHL: Certificate of Incorporation. 10 booklet of Memorandum & Articles of Association (6 copies to clients, 4 copies keep in our office). Minutes of the First Meeting of the Board of Directors. Issuance of shares, Register of Shareholders, Register of Directors, Secretaries. Share Certificates. Renewal Fees (payable annually from the second year): Registered Address, Government fees.
Premier Package
£ 910.00
Renewal fees from £750.00
Hong Kong company formation normally takes 7 to 10 working days. Payment of first year's government fees. Capital duty of authorized capital at HK$10,000. Application of Business Registration. Preparation & filing of Memorandum & Articles of Association at Registry. Filing Notice of Register Office, Notification of First Directors and secretary, director's consent, shares allotment, transfer of shares, issuing share certificates and preparing Minutes of First directors' meeting. Registered Agent (Secretary) & Registered Office fees for the first year. We provide a company Nominee Director for the first year. The following documents will be delivered via FedEx or DHL: Certificate of Incorporation, Share Certificates. 10 booklet of Memorandum & Articles of Association (6 copies to clients, 4 copies keep in our office). Minutes of the First Meeting of the Board of Directors. Issuance of shares, Register of Shareholders, Register of Directors, Secretaries. A nominee service agreement which provides for the indemnification of the nominees. Pre-signed undated Resignation Letter from the Director. Indemnity Letter to the Nominees. General Power of Attorney. An indemnity Letter for General Power of Attorney. Renewal Fees (payable annually from the second year): Registered Address, Nominee Director, Government fees.
Deluxe Package
£ 1077.00
Renewal fees from £917.00
Hong Kong company registration normally takes 7 to 10 working days. Payment of first year's government fees. Capital duty of authorized capital at HK$10,000. Application of Business Registration. Preparation & filing of Memorandum & Articles of Association at Registry. Filing Notice of Register Office, Notification of First Directors and secretary, director's consent, shares allotment, transfer of shares, issuing share certificates and preparing Minutes of First directors' meeting. Registered Agent (Secretary) & Registered Office fees for the first year. We provide a company Nominee Director and Shareholder for the first year. The following documents will be delivered via FedEx or DHL: Certificate of Incorporation, Share Certificates. 10 booklet of Memorandum & Articles of Association (6 copies to clients, 4 copies keep in our office). Minutes of the First Meeting of the Board of Directors. Issuance of shares, Register of Shareholders, Register of Directors, Secretaries. A nominee service agreement which provides for the indemnification of the nominees. Pre-signed undated Resignation Letter from the Director. Indemnity Letter to the Nominees, Declaration of Trust from the Nominee Shareholder. General Power of Attorney. An indemnity Letter for General Power of Attorney. Renewal Fees (payable annually from the second year): Registered Address, Nominee Director and Shareholder, Government fees.
Legal Requirements
HK Company subscribers may be resident outside the Hong Kong. The company is required to have a registered office in the Hong Kong. You must appoint a minimum of 1 director. There is no maximum number of directors. Directors can be corporate bodies or private individuals. A director can be of any nationality. There has to be at least 1 shareholder. The names and address of shareholders are not available to the public. Shareholder and director may be the same person. There is no requirement for appointing local shareholder and director. There is no paid-in capital requirement. The minimum paid in and issued capital may be one share which is fully paid. Shares can be issued with or without par value. Shares may be issued in any recognizable currency or in more than one recognizable currency.
HONG KONG HOLDING COMPANIES FORMATION. INCORPORATE HOLDING COMPANY IN HONG KONG
Holding Company is a company that usually confines its activities to owning stock in and supervising management of other companies. A holding company usually owns a controlling interest in the companies whose stock it holds. In order for a corporation to gain the benefits of tax consolidation, including tax free dividends and the ability to share operating losses, the holding company must own 80% or more of the voting stock of the company. A company may own one or more other companies which are its subsidiaries. The relationship between parent and subsidiary depends on majority control of the voting rights of shares or the ability to appoint the majority of directors.
Incorporating a company in Hong Kong is a relatively straightforward process requiring around ten working days for tailormade incorporations. Shelf companies are available upon receipt of funds if time is critical. Each Hong Kong company is required to have a minimum of one shareholder and one director. Shareholders and directors are not required to be resident in Hong Kong however details of the identities of shareholders and directors must be filed with the Government and are public record. Please note, under certain conditions, we are able to provide nominee services to clients requiring non disclosure of their identities. Each Hong Kong company must maintain a registered address in Hong Kong and must engage a qualified Company Secretary who must be a Hong Kong resident. Most clients would engage ourselves in order to comply with these formalities. We incorporate Hong Kong private limited companies, and our services include the preparation of memorandum and articles of association, share certificates, common seals, business registration certificate, statutory books, filing appropriate returns to the Companies Registry on time, and producing minutes of board meetings and general meetings. For clients of Coddan we provide a full range of business and office services, including shared or dedicated telephone and fax lines, voicemail, meeting facilities, and special secretarial and business support services.
If you want to become familiar with the description and the contents of online Hong Kong companies formation packages, offered by Coddan and to find above, what kind of service is included in this or that H.K. company incorporation package, to get an idea about the price of annual fees, please, select the package you need from the list, situated below the banner. The information in the banner will be renewed according to the package you've chosen. All of our Memorandum and Articles of Associations and Partnership Agreements were reviewed and approved by a volunteer lawyer. Our products start from just £660.00 for our Economy service. Our Economy company formation service not only have a Certificate of Incorporation on the required legal paper, but also has the provision of having your company registered office at our prestigious Hong Kong address. As all literature and documents must display the company's registered office, having your registered office at our address can enhance your company's profile in the eyes of both customers and suppliers.
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Yes we can form the company for you even you are not in Hong Kong. After you submit the online form to us, we can email the document to your overseas address by e-mail. You can then sign and courier back to us. We can incorporate the company for you in 7-10 days. However, you may need to come to Hong Kong if you want to open a bank account at a later stage, when the incorporation paperwork and company kit are ready. You need to spend around 1 hour in Hong Kong for the opening of bank account. Generally you can manipulate your bank account without coming to Hong Kong again. If you want to setup a bank account outside Hong Kong, you may not need to come to Hong Kong at all.
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The basic document package we provide will not differ significantly from that available at a major corporate law office. Form a company online in minutes at lawyer-free prices. Coddan was developed by expert attorneys with experience at the most prestigious law firms in the country. We've helped over 50,000 satisfied customers, and our know-how allows us to prepare legal documents quickly and efficiently. Our documents contain advanced provisions that are not found in simple "do-it-yourself" kits or manuals. Coddan lets you take care of common legal procedures without ever leaving your home or office. We're open 24 hours a day, 7 days a week. Our research area contains plenty of helpful guidance. Simply answer an easy-to-understand questionnaire, and Coddan takes care of the rest - no need to download, no need to print. You will receive the completed legal documents printed on quality acid-free paper.
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If you are incorporating a company limited by guarantee, wish to register company limited by shares or need to form or apply to set-up a public company, or if you wish to buy a ready-made (shelf) company - Coddan can help. Once you have decided on which business entity to incorporate, simply take a few moments to fill out our online order form. We will then draft and file your formation documents with the Companies House to register your business as a Private Limited Company, Non-Profit (or Guarantee Company), Flat Management Company, Public Limited Company, Branch or Subsidiary Company. If you have any questions about the companies or partnerships incorporation then please E-Mail or call us: 0800 081 1510 or +44 (0) 207 637 3881, fax: +44 20 7681 3318. How to Incorporate a Holding Company in Hong Kong Click Here for More Details |
Clients provide to us the proposed company names, documents and information required. Then we shall check and confirm if the proposed company name is available or not within one working day. After confirmation of the availability of the proposed name, we shall prepare all the documents for incorporating a company, including Memorandum and Articles of Association, appointment of first directors and secretary, notice of registered office and application for business registration certificate. Then, we will send the incorporation documents to clients for their signing. HK companies formations are paper based applications and require a signature of the Director/s and Secretary of the company being incorporated. Incorporation of a Hong Kong company takes around 3 weeks but ready-made companies are available for immediate purchase. Receive the duly signed incorporation documents from client; then we file the following documents with Companies Registry together with the appropriate fees for the application of Certificate of Incorporation: (a) Memorandum and Articles of Association of the intended company. (b) A Statutory Declaration of Compliance. Apply for Business Registration Certificate with the appropriate fee. After obtaining the Business Registration Certificate from the Inland Revenue Department. Incorporation process completed and whole set of documents delivered to clients.
Documents and Information to be provided by clients for Incorporation. Proposed company name, either in English only or Chinese only or both. One photocopy of passport and residential addresses of all the shareholders, if shareholders are not Hong Kong residents. One copy of Hong Kong Identity Card and residential addresses of all the shareholders, if shareholders are Hong Kong residents; if shareholder is another corporation, please provide Certificate of Incorporation and registered office. One copy of passport and residential addresses of all the directors, if directors are not Hong Kong residents. One copy of Hong Kong Identity Card and residential addresses of all directors, if directors are Hong Kong residents; if director is another corporation, please provide Certificate of Incorporation and registered office. One copy of Hong Kong Identity Card and residential address of Company Secretary (applicable only when we are not appointed Company Secretary of the proposed company). Address of registered office (applicable only when clients want to provide their own address situated in Hong Kong).
Live Help » Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours our business center will be closed. When you click on the button you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is absolutely free! There are no hidden fees. We offer the service as a courtesy to our website visitors. Dear visitors, while having a chat session with a customer, we are frequently requested to give a piece of advice on tax planning or business structuring. We would like to inform you that it is against our principles to provide online advice pertaining to these issues. The points that may be covered during a session include service description, package or service price, navigation at our website, ways of making an order, methods of payment etc. Yet, if you wish us to provide you with advice on tax or business structuring, you should be aware that this service is chargeable. Hong Kong Shelf Company Enquiry Order Form: E-Mail Me Your Current List of HK Ready Made Company |
We accept phone orders during normal business hours. Credit cards are the preferred method of payment; we accept VISA, MasterCard and Delta. We can accept payment in UK Pounds Sterling, US Dollars, Euros, Australian Dollars and Canadian Dollars. If you call and receive voicemail, just leave your name and number, as clearly and as possible, and we will call you back as soon as possible.
Monday - Friday: 9:30am to 17:30pm Saturday: (offices are closed) Sunday: (offices are closed) Holidays: (offices are closed on all recognized UK holidays)
Money and Payment Policy: Coddan accepts all major currencies. We accept Visa, Visa Electron, Visa Purchasing, JCB, MasterCard, Solo, Switch and Delta. We do NOT charge "surcharges" for credit card transactions. If you do not feel comfortable transmitting your credit card number and other information on the Internet, we suggest you place an order online, choose "Credit Card via Phone" as the payment method, and then phone in to give us your credit card number over the phone. We'll charge your credit card manually. Pre-payment with cashier's check or money order is accepted. We accept wire-transfer from anywhere. After you place your order, details about the wire-transfer process will be e-mailed to you on the second e-mail notification. If you missed that e-mail, please call our toll-free number that's given on the order confirmation. We now offer 2% discount for orders paid with wire-transfers (for UK Banks only).
USING HONG KONG CORPORATE STRUCTURES IN INTERNATIONAL TAX PLANNING - HOLDING COMPANIES:
Choosing the location of holding company or regional holding company can be a daunting decision for many international structures. The minimization of tax, cost and risk are the main concerns. With the robust economy of China, coupled with the accession of China and Taiwan into WTO, much interest has been seen in investing in the Greater China or even the Asia Markets. Some investors may prefer to set up an appropriate holding structure within Asia.
CRITERIA FOR CHOOSING A SUITABLE JURISDICTION FOR HOLDING COMPANIES
Low Cost and Risk. Considering cost and risk, a favorable jurisdiction for setting up holding companies should have the following characteristics: (1) There is no minimum capital requirements; (2) Except in case of public companies, there is no requirement to file accounts with the company house, thus avoiding financial information being available to the public; (3) Ease of setting up, relocation and dissolution when the company is no longer needed; (4) Possess some forms of investor protection agreements with major trading nations.
Favorable Tax Rates. Considering tax, there should be (1) No tax on the income earned by its foreign subsidiaries, or the income of the holding company is exempted from any form of taxes; (2) No withholding tax on distribution (dividends) and non-resident shareholders can receive dividends without tax; (3) No or low Capital Gains tax on disposal of interest in the subsidiaries; (4) Possess a wide network of Double Taxation Treaties to reduce the tax on dividends, interest and royalty received from treaty countries.
Other Factors. Other factors include: (1) Stable government and definite government policies; (2) Free flow of capital and a stable currency; (3) Image of an international financial centre; (4) Ease of listing and rising of capital.
Not all jurisdictions provide all of the above features. Those which come close to the list are, in Europe: United Kingdom, Portugal, Netherlands, Demarks, Luxembourg, Belgium, and Cyprus; in Asia: Singapore and Tokyo and most notably, Hong Kong.
THE ADVANTAGES OF USING HONG KONG HOLDING COMPANY IN CORPORATE DEVELOPMENT
Hong Kong is a unique and sensible choice for those international groups wishing to establish a regional base in Asia, taking advantage of its financial infrastructure and strategic location - being in the heart of Asia and doorstep of China. The advantages of using Hong Kong as a jurisdiction for holding companies are as follows.
Taxation System. Hong Kong adopts one of the most pro-commerce tax systems in the world. Corporations are required to pay only 17.5% profits tax on their profits. There is no restriction on the loss being carried forward. There is no value added tax, capital gains tax or sales tax. In addition, there is no withholding tax on dividend and interest. Hong Kong adopts a taxation system based on the territorial principle. Only profits which arise in or derived from Hong Kong are subject to tax in Hong Kong. Income from outside Hong Kong is not subject to any form of taxation. There is no restriction from capital inflow into or outflow from Hong Kong. Except for the double taxation "arrangement" signed with China, there is no other double taxation agreement signed. Hence the concepts of "resident" and "domicile", although not alien, are only applicable and considered in very limited circumstances. Dividends from overseas subsidiaries are not taxed in Hong Kong since they are not sourced in Hong Kong. Dividends from Hong Kong subsidiaries are exempted from taxation in Hong Kong under the Inland Revenue Ordinance. Since Hong Kong does not have any Double Taxation Agreement with any country, dividends from other countries may be subject to withholding tax at full rate at the country where the subsidiaries are situated.
By using Hong Kong as the regional holding company, the major income of this Hong Kong Company, dividend and interest are tax-free if arranged properly. Distributions to shareholders are tax-free, which is a favorable factor in raising capital.
A properly structured group can avoid the withholding tax by using an intermediary holding company between Hong Kong and the subsidiaries. The Intermediary holding company should be located in a low tax jurisdiction with extensive network of tax treaties with other countries; one of the best choices is Mauritius (Global Business Company Category I). In Asia, we may also use Singapore or Malaysia Companies. In Europe or America, we may use United Kingdom Companies.
Disposal of Subsidiary. There is no capital gains tax on disposal of overseas subsidiaries. Disposal of a Hong Kong subsidiary is subject to 0.01% stamp duty on the value of the shares transferred.
Trading Structures. Hong Kong Company is frequently used in trading structures as trading company or agency company to minimize cross-border tax, in particular investments into China. Taxes will be reduced by 50% or totally tax-free, if properly structured.
Finance Company. Taking the advantage of the first class banking industry and infra-structure of Hong Kong, Hong Kong Company is frequently used as regional financial company facilitating transactions in trade financing, fund raising, leasing and intra-group loans.
Enhancement of Corporate Image. Hong Kong is a well-developed commercial and financial centre. Using Hong Kong Company as regional holding company can create a better corporate image, improving the confidence of your customers and investors towards your group.
Other Advantages of Using Hong Kong Company as Holding Company. Although Hong Kong is still on of the most expensive-to-live cities in the world, rental and salary have been greatly reduced since 1997. From a cost-benefit point of view, the total cost of operations in Hong Kong has been reduced to a reasonable level. Other than the reduction of tax burden, there are other additional advantages: -
Ease of setting up and maintenance : Only 7-10 days are required to set up a Hong Kong Company. Shelf companies are available. Capital can be denominated in any currency. The costs of setting up and maintenance of a Hong Kong Company are relatively lower than most of the frequently used vehicles in other offshore jurisdictions. The cost of setting up a simple agency structure, including the drafting of agency agreement and the first year annual fee and government charges is around £660.00. The annual maintenance cost is about £500.00, including audit fee and government charges.
Hong Kong’s currency has been pegged with USD at HKD7.8 to USD1 for around 20 years. It also allows the free flow of capital.
Hong Kong’s legal system is based on the English Common Law system. Foreigners appointed as judges before 1997 of common law origin are still sitting in the courts of Hong Kong. Hong Kong Government is pro-commence and relatively efficient. Company procedures are based on the U.K. system and are very simple. Hong Kong has a stable government and definite government policies.
Professional services and image: Hong Kong is a renowned international financial center. Professional supporting services, legal services, banking services and other shipping related services can be arranged efficiently and economically. Besides, Hong Kong is not listed as a tax haven or un-cooperative financial center by the OECD andFATF. In fact, Hong Kong was the Chairman of FATF for the year 2002.
China Connection: Hong Kong is used by international groups as a hub for trading with China or as a stepping stone into China.
THE ADVANTAGES OF USING HONG KONG HOLDING COMPANY IN CAPITAL RAISING
From the viewpoint of investors, the risk in investing in a Hong Kong Company is relatively low. This is because (1) The political risk factor of Hong Kong is low (2) Hong Kong has a high market transparency (3) The structuring of shares and investors relationship in a Hong Kong is highly flexible. The liquidity of shares of listed company is high. Traditional and strategic investors can acquire, dispose and adjust their portfolio in a swift way. Therefore, they are prepared to accept a lower rate of return, thus reducing the cost of capital for the company.
HOW CODDAN CAN HELP YOU
The directors and management of Coddan are professionals in the offshore industry having served the Asia markets for up to 12 years. Through our office in Hong Kong we offer a full range of comprehensive value-added services to professional advisors and their clients. Coddan offers the following services:
Incorporation of Hong Kong and other onshore/offshore companies and structures Full corporate management services Registered office, business office, mail redirection and business centre (available in selected locations only) Accounting services and re-invoicing services Asset protection and preservation advisory services
UK Company with Bearer Shares
Holding Companies in Hong Kong
£ 660.00
Hong Kong company incorporation normally takes 7 to 10 working days.
