Archive for January, 2008

Hong Kong Incorporation FAQ (real)

Monday, January 28th, 2008

We have complied a real FAQ for Hong Kong company registration / incorporation. The compilation will be updated frequently. Please contact us if you cannot find an answer here.

I want to Incorporating In Hong Kong, Please tell me what is the procedures, Fee & Formalities .

1.) You can start by giving the name of the company to us and we will do a name check. You can also do a preliminary name check yourself by visiting the Companies Registry web site here: http://www.icris.cr.gov.hk/csci/ and we will do the final check afterwards.

2.) Do you have a Hong Kong address at the time of incorporation? If not, then you need to use our registered address service. For HKD $1,200 per year, we will scan all mails addressed to the company under 30g. Advertisements will not be scanned.

4a.) Open an account at our secured web site and enter the information: https://www.jinetic.com/user/webserv.php?cmd=clientRegist

4b.) Alternatively, you can email the directors, shareholders, and witnessnames, passport numbers, passport issuing countries, and residential addresses, and number of shares ownership to us and we will input the information for you.

5.) Sign the documents. The signing instructions can be found here: Hong Kong Incorporation Signing Instructions

6.) Either fax or email the signed documents to us for inspection. Our contact information

7.) Return the original signed documents to us by mail. It takes about six days for the incorporation process to complete after we receive the documents. Our “cutoff” time is 3:00pm Monday to Friday.

8.) If you plan to come to Hong Kong to open a bank account, you can visit our office to pick up the package.

9.) final cost = incorporation cost + registered office service + shipping cost (if applicable)

(prices subject to change without further notice)

Does it matter how I show the name in the application matter, i.e., upper case vs. lower case?

Legally they are the same. However, for artistic reason, you may want to use uppercase / lowercase for certain characters of the name.

Can we use an American LLC to act as a director or shareholder of a Hong Kong limited company?

Yes, you can. However, if you use an American LLC to form a Hong Kong company, you cannot open a bank account in Hong Kong with the new company.

We need to set up a new company in Hong Kong immediately. In order to do that,we need to know the names available from a shelf company that we can take over. Please send us the list/link of the companies/names available immediately.

Please go to our blog entry here: http://www.jinetic.com/blog/?p=3 After you sign the transfer documents, it usually takes about 3 working days to transfer the shelf company.

I downloaded and printed out everything but notice the pagination of these pages is wrong. I see the page of the witness signature pages - one is numbered -2- and the folllowing one is numbered -8-. What should I do?

The signed pages are only part of the Memorandum and Articles of Association (M&A). Once we receive the signed pages, we will assemble the pages into the M&A. The whole M&A has totally 8 pages.

I plan to buy them (A4 papers) at OfficeMax or Office Depot. Will this one work? Link to A4 papers

That should work.

Could you forward the link where we could download/see the company registration status.

XXXXXXXX LIMITED is a pre-formed shelf company. Therefore, the Certificate of Incorporation is already in the package. What you need to check is who are the directors and shareholders of the company. You can check the company by going to the Companies Registry website here: Companies Registry Electronic Search Service

1) Enter the system as an unregistered user
2) Type in the full name of the company, and then “Search”
3) Locate “Image Record”, click on “Go”
4) click the button “Proceed to Document Index”
5) select “Last 3 Years”, click “Go”
6) The documents of interest are FSC1 Return of Allotments and FD1
Notification of First Secretary and Director
7) Add the documents to the shopping cart
8) Have your credit card ready, follow the direction of the site to pay and download the documents.

This witness will have to be someone from where we are here to see and confirm that the director signs the documents right? Any legal implications if at all on the witness?

The witness is needed to satisfy the requirements of the Companies Ordinance. According to the government:

“Pursuant to section 6 of the Companies Ordinance, ‘The memorandum shall be signed by each subscriber in the presence of a witness who shall attest the signature by signing his name….’. Hence, the witness and subscribers should be at the same location in order that both of them could sign on the same document. In the circumstance, the witnessing cannot be performed by using webcam. ”

Instead of the 1 year mail forwarding service, can we have mail collection at the registered office? So I presume there will not be any service fee if we collect our own mails from your office?

The fee is the same :) The fee is more related to real estate cost than to postage.

Do you mean that you will be emailing me the documents to be signed. We print it out, sign it, and then mail it back to you, is this correct?

Yes, you can download the documents from your account, or we can email the documents to you separately.

Can you fax/email me the company registration number and Tax ID first, and then I will pick up the original documents in HK later?

We can email the Certificate of Incorporation number to you (CI number) and the Tax ID (BR number), however, we need to pick them up ourselves because we use our name to submit the application. Also it is easier for you since CI and Br are issued by two different governmental agencies. CI is issued by the Companies Registry while the BR is issued by the Inland Revenue Department.

What do you mean, when you said you use your name to submit the application? wouldn’t it be under my company’s name?

We submit the company registration application as the company secretary, so it is our job to pick up the certificate. You will be the director and shareholder / subscriber of the company.

I will need some sort of Tax ID to give to a US client that I am providing services to. Will I be getting a Tax ID from HK govt?

Yes. The Tax Id is the BR number (Business Registration number)

And once you receive our signed documents in the mail, you will be able to process the incorporation and get that settled within 10 days right?

Yes, usually within 10 days. We will submit the documents on the same day if they arrive by 3:00pm.

In HK, can I use my friend’s office address, if HK allows one address to be registered for multiple companies? And, what is the difference between Package A and Package B on your website? If I do it remotely, must I choose Package B?

You can use your friend’s address as the registered office address. One address can be used for several companies. If so, your friend would handle the mails.

You can also chose Package A. In Package A, we only incorporate the company, obtain the business registration, and provide a set of C.P.A. certified true copy of the documents. You will make the company rubber stamps and metal seal. The shipping is also cheaper. If you know where you can make the rubber stamps and seal locally, package A will be fine. You can see samples of stamps and seal here: How to use company stamps and seal

Is it possible to buy a shelf company and change its name to what we want? Will this process be faster than registering a new company with our company name?

It takes 5 working days to change the company name. Also you need to make a new company kit and inform the bank after you change the name. You can always change the name later, but definitely not for (something needed to be done in 7 days).

I probably need to sign the contract first before I leave (my country), but in (my country) they don’t recognize chops or seals, they only recognize signatures. Can I get it signed first so the contract is effective for my client in (my country), and then I can add the chop later to make it effective for the HK entity? Perhaps I can provide my client my TAX ID later as well, before they make the first service fee payment to me?

I think you do need the rubber stamp. You sign the contract *on-behalf* of your company, not yourself. Your company is a separate entity. If you sign only your name, you are contracting personally with the third party. What you can do is that *after* the company is formed, you type “For and on-behalf of Your Company Name“, “Authorized signature(s)“. Just mimic the text and layout of the rectangular rubber stamp: http://www.jinetic.com/blog/?p=16

Do I need to open a bank account before I can complete my company registration? Or it can come after?

You can open a bank account after the incorporation process.

Do I need to get the rubber stamp and metal seal before I complete the company registration? Where does it fit in the process.

You make the stamps and seal after the incorporation process. Both stamps and seal are needed for the operation of the company.

Can you get a Public Company incorporated in Hong Kong ? If yes, please let me know the extra expenditure to be incurred over the package fee indicated in your web site.

We cannot incorporate a public company in Hong Kong. You need to contact one of those big accounting / law firms in order to do so.

How can I obtain a mobile phone / cell phone number in Hong Kong?

You can get a cell phone sim card at 7-11. It costs HKD $48.00

Travel Plan and Incorporation Options

Thursday, January 17th, 2008

(Note that this article is for those who want a company and a bank account)

The longer you stay in Hong Kong, the more incorporation choices you can have. While you can stay in Hong Kong for just one day to have a company and open a bank account, there will be more planning before you come here if you want to do that. The basic issues are that:

  1. It takes about 10 days to incorporate a new company and make a company kit, and 2 days to transfer a shelf company
  2. Most banks require the account applicants to show up personally at the banks

We have summarized the incorporation options based on staying duration as follow:

One Day:

  • Tailor-made company
    • Must mail back signed documents to us
      • We must receive the signed documents two weeks before you come here
    • Must pay us 2 weeks before you come here
    • Must find a witness locally to sign the M&A (Memorandum and Articles of Association)
    • Need to make appointment with the bank in advance
  • Pre-formed shelf company
    • Must mail back signed documents to us
      • We must receive the signed documents 3 days before you come here
    • Must pay us 3 days before you come here
    • No need to find a witness
    • Need to make appointment with the bank in advance

Three Days:

  • Tailor-made company
    • Must mail back signed documents to us
      • We must receive the signed documents two weeks before you come here
    • Must pay us two weeks before you come here
    • Must find a witness locally to sign the M&A
    • Need to make appointment with the bank in advance
  • Pre-formed shelf company
    • No need to mail back documents
    • May pay us in cash in our office
    • No need to find a witness
    • Need to make appointment with the bank in advance
    • On the first day you pay and sign the documents, on the third day you meet with the bank representative.

Two weeks, or you come back two weeks later

  • Tailor-made company
    • No need to mail back documents
    • May pay us in our office
    • We will act as the witness
    • We can arrange meeting with the bank representative
  • Pre-formed shelf company
    • There is no advantage to buy a shelf company unless you want an old company or you don’t want to create a name for the company.

Contact us if you have more questions.

註冊香港公司事前注意事項

Monday, January 14th, 2008
  1. 你會否到香港? 如果你不到香港就不能在香港銀行開戶了. 因為大部分的香港銀行, 包括匯豐銀行及恒生銀行, 均要求客戶親身到銀行辦理開戶手續.
  2. 你會在香港逗留多久? 如果你只打算在香港逗留一天, 那麼匯豐銀行就是你的唯一選擇. 如果你會在香港逗留超過兩星期, 那麼你也可以選擇恒生銀行. 因為匯豐銀行願意郵寄網上銀行編碼器, 但其他銀行郤不願意.
  3. 自建公司或現成公司?
    • 如果是自建公司, 你可以自定公司名稱, 但是你必須:
      1. 用銀行轉帳, T/T, 或 PayPal 付款. 因為公司成立時間最快要十個工作天. 除非你打算在公司成立時留在香港(那是不需要的), 你就可以用現金付款. 不然你應該在公司成立後才到香港開戶.
      2. 找一個見証人. 你可以找一位朋友當見証人. 而這位見証人必須是十八歲以上, 不是該公司的董事或股東. 這位見証人必須簽署公司章程.
      3. 把簽署了的文件郵寄回來. 我們必須在你到香港前兩星期收到文件. 有關我們的自動公司註冊服務
    • 如果你購買現成公司, 安排上會比較簡單. 但是就不能自己創造公司名稱. 原有的公司章程也没有你的名字. 如購買現成公司, 最快可以在三天內擁有一間香港公司及在香港開戶:
      1. 在第一天, 你到我們的辦公室付款.
        • 當然如果你用銀行轉帳, T/T, 或 PayPal 付款, 就不用上來付款了, 可以省回一天;
      2. 在第二天, 你到我們的辦公室簽署文件.
        • 如果你已事先付款, 我們可以電郵文件給你. 之後你必須把已簽署的文件郵寄或親臨本辦事處交回來;
      3. 在第三天, 你就到銀行開戶了.
        • 你必須來香港才能在香港的銀行開戶. 由於香港的銀行是很繁忙的, 所以最好是一個星期前預約, 確保可以在你的行程內開戶.

      就是那麼簡單. 不用見證人也可, 而你也可以用現金付款. 當然預定多幾天就更好了, 以防突發事件, 如電腦故障, 水土不服, 風暴等. 最新現成公司名單

  4. 你有沒有住址証明? 你必須提供銀行一份住址証明文件. 這些文件包括電費單, 水費單, 電話費單等. 這些文件必須有你的姓名及地址. 如果文件不是中文或英文, 就必須由香港註冊會計師核証.
  5. 你可否提供商務証明? 雖然銀行會讓你簽署開戶申請文件,但是你必須提供商務証明,銀行才會批准開戶. 商務証明包括租約, 契約, 合同, 入貨單據等. 匯豐銀行容許客戶在開戶申請後兩星期內提交商務証明. 更多有關匯豐銀行開戶要求資料

如有更多問題, 請聯絡我們. 我們會盡快回答你.

Hong Kong Incorporation Considerations

Friday, January 11th, 2008

There are several issues one should consider before incorporating a Hong Kong company and opening a business bank account with it:

  1. Do you plan to visit Hong Kong? If not, then you cannot open a bank account here. Most banks, such as the HSBC and the Hang Seng Bank, require clients to personally show up at the bank in order to open a bank account.
  2. How long will you stay? If you just stay in Hong Kong for one day, then HSBC will be your only choice. If you plan to stay here for a month, then the Hang Seng Bank will also be available. It is because HSBC is the only bank that will send the e-banking kit.
  3. Tailor-made or pre-formed shelf company? For a tailor-made company, you can make up the company name, however, you need:
    1. to use PayPal or T/T to make the payment, since the incorporation process takes about 4 working days to complete. Unless you plan to stay in Hong Kong during the incorporation process (which is not necessary), you should come after the company is incorporated.
    2. a witness, so you need to find a friend or relative who is not a director or shareholder of the company, to sign the Memorandum and Articles of Association (M&A).
    3. to mail the signed documents back to us. We will submit the signed documents to the government in one working day after we receive them. And the company will be incorporated in 4 working days after submission. You don’t need to pay us before we receive the documents. More about our self-serve incorporation service

    Planning is easier if you buy a shelf company, but you cannot create the name of the company. Also the M&A booklets will not have your name on it. You can have a pre-formed company and open a bank account in 3 days:

    1. On the first day, you pay us. If you pay us ahead, then you can save a trip to our office.
    2. On the second day, you sign the documents.
    3. On the third day, you meet with the bank representative.

    That is. No witness is needed, and you can also pay us in cash. However we do recommend you to give yourself and us one or two days or margin in case anything goes wrong. Latest shelf companies list

  4. Can you provide residential proof? You need to provide us a document (such as a phone bill) that has your name and residential address on it. If the name and address are not in English, you need to type in the name and address exactly as they appear on the document, and email them back to us and we will do translation on them. We will also need your name and address in English for comparison.
  5. Will you provide business proof? While the bank will let you sign the account application form, your account will not be activated until you submit business proofs such as contracts, leases, invoices that have the name of the company. The HSBC allows their clients to submit the proof within two weeks after account application. More about business proof

Contact us if you have more questions.

Rubber Stamps / Chops and Metal Seal

Wednesday, January 9th, 2008

Company rubber stamps and metal seal are needed to operate the company. Their functions are as follow:

The rectangular stamp is used to sign documents and issue cheques. An authorized person (such as a director) should sign his name in the space provided by the stamp.

Company Stamp 1

The circular stamp serves as the signature of the company. It is used to sign invoices. Sometime postal carriers require the stamp for mail delivery.

Company Stamp 2

The metal seal is used to emboss important documents such as contracts and stock certificates.

Metal Seal

Contact us if you have more questions.

How to own a Hong Kong company and a bank account in 2 days?

Friday, January 4th, 2008

So you want to have a Hong Kong company and a bank account. But you don’t live in Hong Kong and you don’t plan to visit here often. What should you do?

The answer for you is: buy a pre-formed shelf company, and open the bank account at HSBC.

While it takes at least 4 days for the government to complete the incorporation process, it takes only one day to transfer a company. So on the first day of your visit, you can own a Hong Kong company.

So why should you open a bank account at HSBC? Suppose you don’t live in Hong Kong, the only way you can operate a Hong Kong bank account is over the Net. Most banks in Hong Kong offer ebanking services, but some of them require you to pick up the ebanking keys personally at the bank one week after account opening. So if you open a bank account at those banks, you need to plan to visit Hong Kong twice.

But HSBC is different. They are willing to give you the ebanking key on the first meeting so that you don’t have to come back one week afterward. That makes life much easier for those who don’t come here often. But there is a catch. Since HSBC is very busy, so you should make an appointment with them at least a week early.

Related articles: Latest Shelf Company List, Opening a Bank Account in Hong Kong