Hong Kong Limited Company

The Hong Kong Limited Company Breakdown

AHong Kong Limited Company, Highlighted

A common-law company with a territorial tax system, a short rulebook and a public register you should know about before you file.

A Hong Kong private limited company is incorporated under the Companies Ordinance (Cap. 622). It needs one founder member, one director who is a natural person, a company secretary, a registered office in Hong Kong, and no minimum paid-up capital [1]. Hong Kong taxes profits on a territorial basis: only profits arising in or derived from Hong Kong are taxable, and profits arising abroad are not taxed, even if remitted [5]. Where profits are taxable, corporations pay 8.25% on the first HK$2 million and 16.5% above that [5]. There is one big caveat for group structures, covered under "What to keep in mind" [6].

8.25% / 16.5%
Two-tiered profits tax on the first HK$2m / the rest [5]
1
Minimum director (a natural person) and minimum founder member [1]
1-2 days
Otonomos's own estimate, after due diligence is cleared [14]
Section B

Tax, setup and transparency

What the structure actually gives you, and what it does not.

TAX
Territorial, not worldwide

Profits tax applies to profits arising in or derived from Hong Kong. Profits arising abroad aren't taxed, even if remitted, subject to the foreign-sourced income rules below [5][6].

CAPITAL
No tax on profits from selling capital assets

Hong Kong's profits tax excludes profits from the sale of capital assets, and the tax authority's guide lists no separate capital gains tax [7]. Whether a gain is capital or trading is a question of fact, so get advice before relying on it.

SETUP
Short list of requirements

One director who is a natural person, one founder member, a company secretary (who must be a different person if you have a sole director) and a Hong Kong registered office. No minimum paid-up capital [1].

PRIVACY
Not a private register

Directors and shareholders can be searched at the Companies Registry for a fee. Since 24 October 2022, directors' residential addresses and full ID numbers filed from that date are withheld from public inspection [4].

CHong Kong Limited Company vs Singapore Limited Company

The two Asian common-law hubs founders usually weigh against each other.

Hong Kong Limited CompanySingapore Limited Company
Tax on profitsTerritorial; 8.25% on the first HK$2m, 16.5% above [5]17% headline corporate rate [13]
Incorporation government feeHK$1,545 electronic filing, excluding Business Registration [8]S$15 name application + S$300 registration [11]
Recurring government feesAnnual return HK$105 if filed on time [8], plus Business Registration HK$2,350 for 1 Apr 2026 to 31 Mar 2027 [10]Annual return S$60 [11]
AuditRequired for all companies except dormant ones [2]Private companies can be exempt if they meet two of three: revenue, total assets of S$10m or less, 50 employees or fewer [12]
Director requirementAt least one director who is a natural person [1]At least one director based in Singapore [15]
Otonomos Starter Kit$4,965 [14]$2,680 [15]

Hong Kong's strength is territorial taxation and Greater China access. Singapore's is a lower fee burden at the registry and an audit exemption for small private companies.

Section D

What to keep in mind

01
Every company needs an audit

Hong Kong requires audited financial statements for all companies, including those under the reporting exemption. The only carve-out is for dormant companies [2].

02
Foreign-sourced passive income can be taxed if the company is part of a group

If the company belongs to a multinational group, foreign-sourced interest, dividends, disposal gains and IP income received in Hong Kong are treated as Hong Kong-sourced and taxable, unless an exemption applies (economic substance, participation or nexus requirement). Disposal gains of property other than shares are covered from 1 January 2024 [6]. This matters most for holding structures.

03
Late annual returns get expensive

The annual return is due within 42 days after each incorporation anniversary. The fee rises from HK$105 to HK$3,480 the later it is, and the company and each responsible person can be prosecuted, with a fine of up to HK$50,000 plus HK$1,000 per day of default [8][9].

04
Keep the roles and registers straight

A sole director cannot also be company secretary, and a natural-person secretary must ordinarily live in Hong Kong [1]. The company must also keep a Significant Controllers Register, enter new particulars within 7 days of confirmation, and make it available to law enforcement. Non-compliance is an offence, with fines up to HK$25,000 plus HK$700 a day [3].

ECosts

What Otonomos charges to set one up. Prices are in USD, as listed on the order page.

STARTER KIT (REQUIRED BASE)
Incorporation (one-time)included
Registered office in Hong Kong + mailscan (annual)included
Hong Kong Business Registration Certificate (annual)included
Corporate Secretary (annual)included
Annual Return (annual)included
Total (one-time $2,925 + annually $2,040)$4,965
PACKAGES (BUNDLES)
International sale of digital goods: Wise and Stripe account opening$2,400
Hong Kong Holding Company: Nominee Shareholder, Full Apostille KYC/AML Kit, Crypto Exchange Account Opening, Cross-jurisdictional Guidance$7,600
Regional / Global HQ: Physical Nominee Director, Accounting & Bookkeeping$23,000
POPULAR ADD-ONS
Nominee Shareholder (annual)$2,400
Annual Accounts (annual; audit from +$4,000/yr)$1,500
Accounting + Bookkeeping (annual)$3,000
Full Apostille KYC/AML Kit$2,000
Crypto Exchange Account Opening$1,200
Physical Nominee Director (annual, includes refundable US$5,000 deposit)$20,000
Cross-jurisdictional Guidance & Structuring Advice$2,000
Section F

Get started

Ready to actually set one up?

The order page has the live pricing, add-ons and checkout. This page was just the homework.

§Sources

Frequently Asked Questions

One person can be the sole director and the sole founder member. The sole director of a private company cannot also be its company secretary, so you need a separate secretary [1].

Directors' and shareholders' names can be searched at the Companies Registry for a fee, but usual residential addresses and full ID numbers in documents filed since 24 October 2022 are withheld from public inspection [4].

Generally no: profits arising abroad are not taxed, even if remitted [5]. The exception is foreign-sourced passive income (interest, dividends, disposal gains, IP income) received in Hong Kong by a member of a multinational group, which is taxable unless an exemption applies [6].

Otonomos states you can own a Hong Kong limited company within 1-2 business days after due diligence is cleared [14].