Incorporating in Hong Kong: statutory requirements and annual dates
Incorporation is the easy part. The work is getting directors, secretary, registers and annual deadlines right from day one, so banking and tax start from a clean base.
Minimum requirements
A private company needs at least one natural-person director and a company secretary. A sole director cannot also be the secretary. An individual secretary must ordinarily reside in Hong Kong; a corporate secretary needs a registered office or place of business there. Corporate-director restrictions depend on company type and group relationships.
Significant controllers register (SCR)
Applicable Hong Kong companies must maintain a significant controllers register (SCR), subject to exceptions including listed companies. Follow Registry guidance on identifying registrable persons and legal entities and keeping the register at the required location.
What the public can see
The Companies Registry’s electronic search (ICRIS) is public: company status, directors, annual return history and charges are all visible. No arrangement should assume it cannot be found.
Annual dates after incorporation
| Item | Window / requirement |
|---|---|
| Annual return (NAR1) | Within 42 days after the anniversary |
| Business registration renewal | 1 or 3 years; renew before expiry |
| Significant controllers register | Continuously updated; kept at designated place |
| Accounting records | At least 7 years after transactions (s.373) |
Annual dates after incorporation
Private-company annual returns are generally due within 42 days after the incorporation anniversary. Late delivery attracts higher registration fees and may also have legal consequences. Business-registration renewal and tax filing have separate deadlines.
Timing
Electronic incorporation usually completes within days. Bank account opening is a separate timeline with its own KYC file. Incorporation is not the same as being able to receive funds.
Private-company annual returns are generally due within 42 days after the incorporation anniversary. Late delivery attracts higher registration fees and may also have legal consequences. Business-registration renewal and tax filing have separate deadlines.
Case-specific decisions differ — book a consultation with our advisers.
The content of this page is general professional information and does not constitute tax, legal or investment advice. For specific cases, please consult a Hong Kong practising accountant or tax adviser, or refer to official publications of the IRD / SFC / HKMA / CR.
