A Beginner’s Guide To Opening An Offshore Company In Hong Kong

With its favorable business environment, strategic location, and competitive tax regime, Hong Kong is an increasingly popular destination for foreigners seeking to expand their businesses globally. However, the process of opening an offshore company in Hong Kong can seem daunting, with many legal and regulatory requirements to navigate.

In this blog post, we’ll break down everything you need to know about setting up a HK offshore company, including the benefits, requirements, and steps involved, so you can make an informed decision and get your business up and running in no time. So, let’s get started!

Overview of an offshore company in Hong Kong

What is a Hong Kong offshore company?

A Hong Kong offshore company is like a global passport for your business. It’s a company incorporated in Hong Kong that doesn’t do business within the territory, making it an excellent option for international trade, investment, and tax planning purposes.

What’s great about this offshore company is that they enjoy all the benefits associated with an onshore company but come with more advantages, such as exemption from taxes on foreign sourced income and profits not generated in Hong Kong, no minimum capital requirements, and no foreign exchange control.

Setting up an offshore company in Hong Kong with these typical benefits can be a fantastic option for businesses looking to expand globally.

Uses of a Hong Kong offshore company

Holding and international trading are two of the most common purposes for establishing an offshore company in Hong Kong.

Holding businesses involve holding shares in foreign companies and receiving dividends as the primary source of income. You can also hold other assets, such as patents and trademarks, and generate revenue by renting or selling them overseas.

One significant benefit of setting up an offshore holding business in Hong Kong is that any dividends or profits earned outside Hong Kong are tax-exempt. This can lead to significant savings and increased profitability for your business.

International trading involves registering an offshore company in Hong Kong to gain a good reputation, sourcing supplies from countries with competitive prices, and selling them to a third country.

The best part is that, due to their “offshore status,” all the profits you earn from these operations are tax-free, so your trading business can prosper on a global scale.

Comparison between offshore and onshore companies in Hong Kong

Offshore and onshore companies in Hong Kong differ in several aspects. Consider the following details for a better understanding:

Offshore company

• Tax exemption via offshore claim;
• No taxation on overseas profit, capital gains, and dividends;
• Not allowed to conduct trade with Hong Kong customers or do business within Hong Kong in general;
• File audited financial statements and hold annual general meetings in accordance with the law.

Onshore company

• No tax exemption available;
• Subject to corporate tax at 16.5% on overseas profit, capital gains, and dividends;
• Allowed to conduct trade with Hong Kong customers and do business within Hong Kong;
• Submit audited financial statements and conduct annual general meetings in accordance with Hong Kong law.

Overall, offshore companies provide more flexibility and cost savings due to their less stringent regulations and lower overhead, while onshore companies offer greater legitimacy in the eyes of Hong Kong authorities and access to the local market.

The decision between an offshore or onshore company boils down to what a business owner’s needs are and what goals they wish to achieve.

Advantages and disadvantages of starting a Hong Kong offshore company

Advantages

• Tax exemptions

Hong Kong levies taxes on a territorial basis, meaning that income or profits generated outside of the territory are not subject to taxation. Therefore, if your company does not have any operations or activities in Hong Kong and its earnings come solely from offshore sources, it may be eligible for a full or partial tax exemption.

To qualify for tax exemption in Hong Kong, your company must file an Offshore Tax Claim (OTC) with the Inland Revenue Department (IRD) to achieve “offshore status”.

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• 100% foreign ownership

Hong Kong’s laws do not impose any restrictions on the percentage of foreign ownership in offshore companies, granting foreigners ultimate possession with 100% of the shares in those companies. This offers an incomparable advantage that cannot be found anywhere else.

• Reputation

Although numerous tax haven countries offer offshore tax benefits, their presence on global blacklists poses a great obstacle for businesses seeking to operate within the sector. Hong Kong is not considered a tax haven, but rather a low-tax jurisdiction.

Thus, by incorporating your HK offshore company, you will receive an unparalleled sense of credibility and reputation that proves invaluable when entering into international markets where trustworthiness is paramount.

Disadvantages

• Company secretary, registered address required

Starting an offshore company in Hong Kong comes with several considerations, such as the cost and complexity of finding a competent company secretary to ensure all paperwork is filed on time and records are up-to-date.

Don’t forget that you need to maintain a registered address for your company in Hong Kong, which will be used when sending out or receiving documents or other correspondence.

• Local bank account difficulty

Opening a local bank account for a Hong Kong offshore company can be a challenging process. Local banks in Hong Kong are required to comply with strict Know Your Customer (KYC) and Anti-Money Laundering (AML) regulations and may be hesitant to accept offshore companies as clients due to perceived higher risks.

Additionally, banks may require a personal visit of the company’s directors or representatives for account opening and ongoing maintenance, which can be difficult for offshore companies whose directors or representatives are located overseas.

• Disclose of company members

The Hong Kong government requires all businesses to reveal the identity of shareholders and directors via its Companies Registrar. Fortunately, business owners can still maintain their anonymity by engaging in nominee director and shareholder services.

How to open an offshore company in Hong Kong

The process is fairly straightforward, yet there are some basic requirements and steps to follow. Check out the below section to understand how you can open an offshore company in Hong Kong.

Initial requirements for setting up an offshore company in Hong Kong

Company name

Selecting a novel and unregistered name with the Hong Kong Companies Registry is crucial. Make certain that this title precisely portrays your business’s mission, while simultaneously differentiating itself from other firms in the field. As soon as you have settled on your chosen company name, you should register it to secure legal protection and exclusive rights of use for yourself.

Registered office address

Establishing a Hong Kong-based offshore company necessitates the registration of an office address with the Companies Registry to receive notifications and documents. Any subsequent modifications must be reported quickly to avoid any potential problems.

Company Secretary

You must appoint a company secretary who is a resident of Hong Kong to fulfill the requirements for incorporation. They will be responsible for filing and registering documents, ensuring compliance with applicable laws and regulations, and other duties as prescribed by the Companies Registry.

Directors and shareholders

For any Hong Kong-registered company, appointing at least one director and shareholder is obligatory. It’s fine if you want the same person to take both roles; there is also no need for either of them to be a resident of Hong Kong.

Capital

If you want to set up an offshore company in Hong Kong, there is no legal requirement regarding the minimum amount of authorized share capital. However, it’s highly recommended that business owners allocate a nominal figure such as HKD 10,000 for their authorized share capital so they can have more flexibility when receiving investments or launching operations.

Business License

No matter the business activities you are engaged in, it is critical to acquire a valid business license or permit from the appropriate Hong Kong government agency. Especially if your operations involve any kind of specialty industry, make sure you look into this link for more data on obtaining the essential paperwork.

Steps to setting up an offshore company in Hong Kong

Setting up an offshore company in Hong Kong can be a great way to do business in the global marketplace and take advantage of certain tax benefits. Here are the typical 8 steps needed to set up an offshore company in Hong Kong:

Step 1: Determine the type of company that best suits your needs. Consider factors such as your business’s size, scope, nature, taxation obligations, and other legal requirements.

Step 2: Pick a unique name for your company. Ensure that another business does not already take it by checking with the Companies Registry in Hong Kong.

Step 3: Register the address of your company with the Companies Registry. This is where official documents will be sent and where shareholders’ meetings should occur.

Step 4: Decide on a corporate structure that best suits your business needs. Options include Limited Liability Company, Sole Proprietorship, Partnership, Branch Office, and Representative Office.

Step 5: Complete the registration process with the Companies Registry. This includes the appointment of company officers and the submission of relevant documentation.

Step 6: Apply for any necessary business licenses or permits required by law.

Step 7: Open a corporate bank account to facilitate transactions. You may also need to open an offshore bank account if you are expanding your business internationally.

Step 8: File the necessary paperwork to keep your company in good standing with the Companies Registry, such as annual returns and other maintenance filings. This will help protect your business against potential legal risks.

To learn more about the 8 steps for setting up a Hong Kong offshore company, check out our detailed blog article. It provides a comprehensive overview of every detail that must be considered and handled throughout the process.

Bank account options for offshore companies in Hong Kong

Offshore companies in Hong Kong can choose to open a bank account with a local bank or offshore bank.

Open business bank account with local banks

As one of the world’s most vital banking hubs, Hong Kong offers a broad array of services to corporations that establish operations in the city. However, Anti-money Laundering and due diligence regulations are overwhelmingly stringent here, making it difficult for offshore entities to open bank accounts with local banks.

The bank may request an interview with one or more of the company’s directors and shareholders. Get ready to provide answers about your business, where your funds come from, and what kind of transaction volumes you anticipate.

To ensure a successful bank account opening, consider engaging the services of an experienced corporate service provider or accounting firm. They can offer guidance and advice on required paperwork while assisting you with due diligence requirements. Plus, they’ll act as your liaison to the bank so that all communication is managed professionally and efficiently.

Making sure you are well-informed is essential to setting up a bank account in this nation. We are providing guidance on how to complete the registration process. Read on to learn more!

Open a business bank account with offshore banks

You don’t need to set up a local bank account for your Hong Kong offshore company; an offshore banking account is just as good and it can even provide you with good banking services just like a local one.

You can choose from hundreds of offshore banks located in various parts of the world, each offering different levels of service and support. Be sure to research their fees, services, and customer reviews to make an informed decision.

Annual compliance requirements after setting up an offshore company in HK

Business registration renewal

Your Business Registration Certificate needs to be renewed either annually or triennially, depending on its type. Be sure you renew it no later than one and a half months before the expiry date of your certificate to stay compliant.

Company record maintenance

As an offshore company in Hong Kong, it’s important to keep records of your entity, such as records of former members and meetings of members, as well as written records of decisions of a single-member company.

These records must be kept at your company’s registered office in Hong Kong and must be maintained for at least 10 years from the date of the meeting, resolution, or decision.

Accounting record keeping

To remain compliant and ensure efficient auditing, your firm’s accounting documents must be kept at the registered office for a minimum of seven years after each fiscal year. By doing this, your organization will continue to operate in good standing with all necessary regulations.

Annual Return

Every business established in Hong Kong must submit an annual return to the Companies Registry within 42 days following the anniversary of its formation. The filed documentation should be signed off by a director, company secretary, manager, or any other duly authorized representative.

Profit Tax Return

Generally, all companies that are formed/registered under the Company Ordinance Cap 622, except for exceptions, need to file their profit tax return along with any necessary supplementary forms with the Inland Revenue Department (IRD) for chargeable profit.

The tax return must be filed within 1 month of the issue date, and payment of the tax must be made within 1 month of the tax return filing deadline.

It’s crucial to keep up with the Hong Kong annual compliance requirements for your offshore company to ensure long-term success. Make sure you comply with these regulations to avoid fines, penalties, or legal action.

Conclusion

Opening an offshore company in Hong Kong can offer numerous benefits for foreign entrepreneurs looking to expand their business globally, from favorable tax and regulatory regimes to access to international markets.

However, seeking professional advice and following all regulations and requirements is important to ensure a smooth and compliant setup process.

Our team at BBCIncorp can provide the guidance and assistance you need for successful Hong Kong company formation. Do reach out to us via service@bbcincorp.com or use our chatbox for more advice on your business.

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