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Company Secretary

Hong Kong, a premier international financial centre, attracts businesses from around the globe. Its robust legal system and strategic location make it an ideal place to incorporate and operate a company. As of the end of 2025, there was a record high of more than 1,500,000 local and re-domiciled companies registered with the Hong Kong Companies Registry (CR).

Under Section 474 of the Companies Ordinance (Cap. 622) , every Hong Kong-incorporated company is required to appoint a company secretary—a statutory role essential to maintaining good standing and ensuring compliance with regulatory obligations.

ComplianceOne Consulting Limited is a licensed Trust and Corporate Service Provider (TCSP) under the Anti-Money Laundering and Counter-Terrorist Financing Ordinance (Cap. 615) (Licence No. TC007463). As a leading regulatory compliance firm in Hong Kong, we offer company secretarial services as a value-added component of our one-stop solution, supporting financial institutions and enterprises in meeting their corporate compliance needs with professionalism and efficiency.

Steps to Company Incorporation

Step 1: Choose the Company Name and determine the Company Type

Step 2: Define the Business Nature

Step 3: Establish the shareholding Structure and Share Capital

Step 4: Appoint the first company secretary

Step 5: Appoint the first directors

Step 6: Select a registered address and record-keeping premises

Additional Considerations in Company Incorporation

1)Company Name:

  • Certain names may be restricted:
    • Too similar to an existing company
    • Protected by trademarks/copyrights
    • Offensive or against public interest
    • Suggestive of criminal activity
    • Linked to the Chinese or HK SAR Government
  • Certain names required prior approval from relevant regulatory authority:
    • Bank
    • Exchange
    • Insurance
    • Trust
    • Practicing professional

 

2)Business Nature:

  • Starting from 2023, all companies must select and fill in a code from the government’s pre-set list of business nature codes that corresponds to their principal business activities when submitting incorporation forms or annual returns.

 

3)Background of Shareholder and Director:

  • Shareholders (also known as members) – As capital contributors, their liability is generally limited to the unpaid amount on their shares (for companies limited by shares).
  • Directors – Form the board of directors as the management body. They are responsible for overseeing the company’s operations and ensuring compliance with statutory obligations.
  • Nationality – Theoretically speaking, Hong Kong imposes no nationality restrictions on shareholders or directors. However, people from sanction or high-risk countries may encounter difficulties opening a local bank account and establish business relationship with a counter-party.

 

4) Share Capital:

  • Unless required for specific regulated industries, the most common share capital amounts are HK$1, HK$100, or HK$10,000.
  • Paid-up capital is not required in Hong Kong.
  • The total value of issued shares represents the shareholders’ liability to the company.
  • Share capital increase (or share allotment) can typically be completed within 1 working day, whereas share capital reduction may take several months to process.

 

5)Registered Office:

  • The address of the company secretary (i.e., a virtual office) may be used as the registered office
  • Non-Hong Kong addresses, ‘care of’ addresses and post office box numbers are not acceptable.
What ComplianceOne can do for you

1)Company Incorporation:

    • Registration of limited companies in Hong Kong or overseas jurisdictions (BVI, Cayman, Samoa, etc.)
    • Preparation of Articles of Association (A&A), Statutory Book, Common Seal & Company Chops
    • Application for Business Registration (BR) Certificate

 

2)Provision of registered address:

    • Provisions of registered address
    • Act as correspondence address for mailing documents

 

3)Significant Controllers Register (SCR):

    • Preparation and maintenance of SCR registry
    • Act as local designated representative

 

4)Company Secretary Service:

    • Filing of Annual Returns
    • Preparation of General Minutes
    • Preparation and maintenance of Register of Director (ROD) and Register of Member (ROM)
    • Certified True Copy
    • Apostille
    • Corporate Changes:
      • Change of Company Name
      • Change of Business / Branch Name
      • Change of Business Nature
      • Change of Registered / Business Address
      • Appointment / Resignation of Director
      • Share Allotments
      • Bought Sold Notes
      • Profits Tax Return
      • Employer’s Return
      • Company Re-domiciliation
      • Deregistration
External Reference

CR – How to register a new company?

https://www.cr.gov.hk/en/services/register-company.htm

InvestHK – Setting Up in Hong Kong

https://www.investhk.gov.hk/en/setting-up-in-hong-kong/#business-locations