Private Limited Company (Ltd)
私人有限公司
Company formation in Hong Kong
The Ltd is best suited for: Foreign entrepreneurs entering the Asian market, E-commerce and SaaS businesses seeking a low-tax hub, Trading companies leveraging Hong Kong's free port status, Startups looking for access to Hong Kong and mainland China investors. Hong Kong operates a territorial tax system. Only profits sourced in Hong Kong are subject to profits tax. The two-tier rate applies: 8.25% on the first HKD 2 million of assessable profits, and 16.5% on the remainder. There is no VAT or GST, no capital gains tax, no withholding tax on dividends or interest paid to non-residents, and no estate duty. Companies must file an annual Profits Tax Return and are required to have their accounts audited by a Hong Kong CPA.
- Foreign entrepreneurs entering the Asian market
- E-commerce and SaaS businesses seeking a low-tax hub
- Trading companies leveraging Hong Kong's free port status
- Startups looking for access to Hong Kong and mainland China investors
Key Facts
Step-by-Step Formation Process
Choose and verify company name
Search the Companies Registry (CR) for name availability. Names can be in English, Chinese, or both. Names must not be identical to existing registered names or misleading.
Prepare incorporation documents
Draft the Articles of Association and complete Form NNC1 (Incorporation Form). Appoint at least one director (natural person, any nationality) and a company secretary who must be a Hong Kong resident or a Hong Kong-incorporated body corporate.
Submit to the Companies Registry
File the incorporation documents electronically via the e-Registry portal or in person at the CR. Pay the government filing fee (HKD 1,720) and the Business Registration fee.
Receive Certificate of Incorporation
The CR issues the Certificate of Incorporation and Business Registration Certificate. The company is now legally established and can begin operations.
Open a corporate bank account
Apply with a licensed bank in Hong Kong. Most banks require directors to attend an in-person meeting. Prepare company documents, proof of business activity, and KYC materials for all shareholders and directors.
Required Documents
- Form NNC1 (Incorporation Form for company limited by shares)
- Copy of Articles of Association
- Passport or HKID copies of all directors and shareholders
- Proof of residential address for all directors and shareholders
- Registered office address in Hong Kong
- Details of company secretary (Hong Kong resident or local body corporate)
Cost Overview
Tax Treatment
Hong Kong operates a territorial tax system. Only profits sourced in Hong Kong are subject to profits tax. The two-tier rate applies: 8.25% on the first HKD 2 million of assessable profits, and 16.5% on the remainder. There is no VAT or GST, no capital gains tax, no withholding tax on dividends or interest paid to non-residents, and no estate duty. Companies must file an annual Profits Tax Return and are required to have their accounts audited by a Hong Kong CPA.
Pros & Cons
- Incorporation can be completed in as little as one business day
- No minimum paid-up capital requirement — HKD 1 is sufficient
- 100% foreign ownership permitted with no restrictions
- Territorial tax system means offshore profits are not taxed in Hong Kong
- Two-tier profits tax: 8.25% on the first HKD 2 million, 16.5% thereafter
- No VAT, GST, sales tax, withholding tax on dividends, or capital gains tax
- Strong legal framework based on English common law
- World-class banking infrastructure with access to major international banks
- Company secretary must be a Hong Kong resident or local body corporate
- Bank account opening can be slow and requires in-person meetings in many cases
- Annual audit by a certified public accountant is mandatory regardless of company size
- Registered office must be a physical Hong Kong address (not a PO Box)
- No tax residency certificate unless the company has substantive operations in Hong Kong
Other Structures in Hong Kong
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Get StartedThis content is educational and does not constitute legal or tax advice. Always consult a qualified professional for your specific situation. Data last verified March 2026.