Forming a Hong Kong private limited company: directors, local secretary, two-tier profits tax, audit, annual return and banking, with official sources.

Victoria Harbour and the Hong Kong skyline under a bright sky
Hong Kong · Private company limited by shares

Hong Kong company formation.

A Hong Kong private limited company offers access to Asian markets, a common-law system and a territorial, two-tier profits tax, with incorporation handled electronically by the Companies Registry.

8.25%Profits tax on first HK$2m
OneMinimum director
About an hourElectronic incorporation
AnnualAudited accounts
Overview

A gateway to Asian markets.

Hong Kong is an onshore jurisdiction with a long-standing reputation for trade, finance and the rule of law.

Companies are incorporated under the Companies Ordinance (Cap. 622) by the Companies Registry and registered for business with the Inland Revenue Department. Hong Kong taxes only profits arising in or derived from Hong Kong, at comparatively low rates, while expecting full statutory audits and annual tax filings. That combination of low tax and real compliance is what gives a Hong Kong company its credibility with banks and trading partners.

AT Express is headquartered in Cyprus, with offices in the United Kingdom, Hong Kong, China, Vietnam and Singapore. Our team in Hong Kong coordinates formations, company secretarial services and banking introductions with licensed local professionals.

Company type

The private company limited by shares.

Almost all international owners use a private company limited by shares. It may have between one and fifty members, restricts the transfer of its shares and may not invite the public to subscribe for them. Overseas companies can alternatively register a non-Hong Kong company place of business, or open a representative office, but a locally incorporated subsidiary is usually simpler to bank and to operate.

Key features

What sets Hong Kong apart.

  • One director and one shareholder; at least one director must be a natural person, of any nationality.
  • A company secretary who is resident in Hong Kong, or a body corporate with a registered office or place of business there.
  • Electronic incorporation, with certificates normally issued in about an hour for online applications.
  • A territorial, two-tier profits tax, with no VAT or sales tax and no tax on dividends paid.
  • A free port with no restrictions on capital movements and a freely convertible currency.
Private consultation

Planning a Hong Kong company?

We can explain the structure, the secretarial and audit obligations and the banking route, and set out our fees in writing.

Tax policy

Territorial, two-tier profits tax.

Under the two-tiered regime published by the Inland Revenue Department, corporations pay profits tax at 8.25% on the first HK$2 million of assessable profits and 16.5% on the remainder. Only one entity in a group of connected entities may elect for the lower tier.

Because the system is territorial, profits arising outside Hong Kong may not be chargeable, but offshore claims are examined closely and require evidence of where the profit-producing activities took place. Since 2023, Hong Kong has also applied a foreign-sourced income exemption regime to certain passive income received by entities in multinational groups, which may require economic substance in Hong Kong.

Offshore claims. A claim that profits are sourced outside Hong Kong is a technical question of fact. We arrange advice from licensed tax practitioners; see international tax planning.
Pros and cons

A balanced view.

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Advantages

  • A respected onshore jurisdiction, well regarded by banks and counterparties.
  • Low, simple profits tax and no tax on dividends.
  • Fast electronic incorporation and English-language administration.
  • Ideal for trade with mainland China and the wider region.
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Considerations

  • Annual audit by a Hong Kong certified public accountant is required.
  • A local company secretary and registered office must be maintained.
  • Directors’ details appear on the public companies register.
  • Bank account opening can take time and may require a visit.
Requirements

What you will need.

  • At least one director who is a natural person, and at least one shareholder; both may be non-residents.
  • A company secretary resident in Hong Kong, or a qualifying corporate secretary.
  • A registered office address in Hong Kong.
  • A company name approved by the Registry and articles of association.
  • Identification and address documents for directors, shareholders and significant controllers.
Process and timeline

From first call to certificate.

01

Structure review

We confirm that Hong Kong suits your activity, banking and tax position.

02

Documents

Names, articles and due diligence documents are prepared.

03

Incorporation

The application is filed electronically with the Companies Registry.

04

Business registration

Business registration with the Inland Revenue Department is completed together with incorporation.

05

After formation

Registers, significant controllers register and banking applications follow.

According to the Companies Registry, a certificate of incorporation and business registration certificate are normally issued in about one hour for electronic applications. Preparing documents and completing due diligence takes longer, and banking usually takes the most time.

Ongoing compliance

Keeping the company in good standing.

  • Annual return to the Companies Registry within 42 days of the anniversary of incorporation.
  • Audited financial statements prepared by a Hong Kong certified public accountant each year.
  • Profits tax return filed with the Inland Revenue Department when issued.
  • Business registration renewed each year.
  • Significant controllers register kept at the registered office or a prescribed place in Hong Kong.
Bank accounts

Banking for a Hong Kong company.

Hong Kong companies can open accounts with local banks, international banks in the territory, or licensed virtual banks and payment institutions. Banks expect a clear business plan, evidence of trading links with the region and full documents on the owners, and some require a meeting. Approval is at the bank’s discretion. See international bank account opening and our comparison of Hong Kong and Singapore companies.

Questions

Frequently asked questions.

Can a foreigner own a Hong Kong company?
Yes. There is no nationality or residence requirement for shareholders or directors. A company secretary based in Hong Kong is required.
How quickly can a Hong Kong company be incorporated?
According to the Companies Registry, electronic incorporation applications are normally processed in about one hour once a complete application is submitted.
What is the profits tax rate?
For corporations, 8.25% on the first HK$2 million of assessable profits and 16.5% on the remainder, under the two-tiered regime.
Is an audit compulsory?
Yes. Hong Kong companies must have their annual financial statements audited by a certified public accountant practising in Hong Kong, with limited exceptions such as dormant companies.
Are offshore profits tax-free in Hong Kong?
Profits arising outside Hong Kong are not chargeable to profits tax, but a claim must be supported by evidence of where the profits were generated and is reviewed by the Inland Revenue Department.
Sources

Official sources.

  1. Hong Kong Companies Registry, Frequently asked questions on incorporation and business registration — electronic processing time and secretary requirements.
  2. Inland Revenue Department, Profits tax.
  3. Inland Revenue Department, Two-tiered profits tax rates regime.
  4. Council of the European Union, EU list of non-cooperative jurisdictions for tax purposes.
  5. OECD, International standards on tax transparency, including the Common Reporting Standard.
  6. Internal Revenue Service, Foreign Account Tax Compliance Act (FATCA).

Hero image: “Hk Kln (163394719)” by Warren Ng, licensed under CC BY-SA 3.0.

Please note. This page is a general summary for information only and does not constitute legal, tax or financial advice. Every company formation and bank account is subject to know-your-customer (KYC) and anti-money-laundering (AML) checks by the registered agent, registry and bank, and no outcome or timescale can be promised. Companies may be subject to economic substance rules, and their accounts and owners may be reported to tax authorities under the OECD Common Reporting Standard (CRS) and the US Foreign Account Tax Compliance Act (FATCA). Check whether any jurisdiction involved appears on the EU list of non-cooperative jurisdictions for tax purposes, and take independent tax and legal advice in each country concerned. AT Express works with licensed corporate service providers, lawyers and accountants and is not affiliated with any government, registry or bank. Last reviewed: 30 October 2026.
How we work

Four calm steps.

A simple, transparent process. The scope of our work and our fees are set out in writing before anything begins.

  1. 01

    A first conversation

    We discuss what the company will do, who will own and run it, and where its customers and people are.

  2. 02

    A written proposal

    We compare suitable jurisdictions and set out the documents, timetable and fees, so you can decide calmly.

  3. 03

    Formation and banking

    We coordinate due diligence, incorporation and bank applications with licensed providers in each jurisdiction.

  4. 04

    Ongoing compliance

    We keep track of renewals, filings and reporting each year and remain your single point of contact.

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