COMPANY SECRETARY for HONG KONG INCORPORATION

Hong Kong is one of the best business hubs in Asia, and it consistently ranks as one of the world’s freest economies. Its strategic location, low taxes, and business-friendly policies draw many entrepreneurs globally to do business in Hong Kong. However, before you start the business, you should understand its legal requirements – one of which is appointing a company secretary.

What is a Company Secretary?

A company secretary acts as a company’s representative in the region, ensuring that a company’s operations are managed following the Hong Kong Companies Ordinance, and plays a key role in the direction, and corporate governance.

What Does a Company Secretary in Hong Kong Do?

This is not your secretary in the office. A Company Secretary is your Compliance Manager for your business. That is, to ensure your Hong Kong company operations align with all local laws. Whether these legal entities are public companies or small private companies.

Also, the Company Secretary acts as the representative to ensure your company is updated of the legislative changes and files the proper paperwork and legal obligations. So, you see the role of a Company Secretary is the primary contact with the government.

Who can be appointed as a Company Secretary?

In Hong Kong, both natural persons and corporate entities can be appointed as a company secretary. Regardless of the type of company secretary, specific prerequisites must be met.

  1. For a natural person to serve as a company secretary, they must be a Hong Kong resident.
  2. For a corporation to be appointed as a company secretary,
  3. Do ensure they are a licensed Hong Kong Trust and Corporate Service Provider (TCSP)

For further information, please contact us.

You may want to read: IS YOUR PROFESSIONAL COMPANY SECRETARY A QUALIFIED ONE?

WHAT IS THE PROFIT TAX RETURN BIR51 FORM IN HONG KONG?

The Profit Tax Return Form is known as the “Profit Tax Return – Corporations (BIR51)”. BIR51 is used by corporations, including limited companies and other corporate entities. The purposes are to report their assessable profits and calculate the amount of profit tax payable to the Hong Kong Inland Revenue Department (IRD).

Profit Tax Return BIR51 form

What information do you have to provide?

The BIR51 form not only requires details financial information about your company. For example, income, expenses, deductions, and tax liabilities for the relevant year. But also your corporation details such as postal address, contact number and principal business activity. If you have appointed an authorized representative. Then you have to fill in the form as well.

For the financial information, firstly, you have to state the accounting period, gross income and assessable profits. Secondly, you need to provide the details of deductible expenses, allowances and deductions claimed. And then fill in the computation of assessable profits and tax payable, including any tax credits or relief claimed.

Finally, you must sign the declaration of accuracy and completeness of the information provided. Please be aware any fault representation will cause heavy penalties.

When to submit the BIR51 Form?

You have to file your BIR51 within 1 month after the end of the company’s accounting period or depending on the company’s financial year-end date. For the startup, you can file within 3 months.

How to file the BIR51 form?

You can file your BIR51 paper form to the IRD’s office. Or you can file the form electronically via the IRD’s eTax portal.

Companies need to ensure accurate and timely completion of the profit tax return form to comply with Hong Kong’s tax laws and regulations and avoid penalties or legal consequences for non-compliance. Additionally, companies may seek professional advice from tax advisors or accountants to assist with the preparation and submission of their profit tax returns.

For further information, please contact us.

You may want to read: What to do when I receive a Profit Tax Return?

2024-2025年商业注册费和税款

2024-2025年将免收每年220港元的商业登记费，以及注册费将不再享有折扣。自2024年4月1日起，商业注册费为2200港元。

2024-2025年商业注册费和税款

2024-2025年您需要支付多少费用？

以 2023-2024年计算，商业注册费总额为2000港元，另外加收征费150港元，合共2150港元。而在2024-2025年，更新费用为2200港元，不用征费，总额为2200港元。因此，如果您的公司的生效日期是在4月1日之后，那么您在更新注册时需要额外支付50港元。

商业注册费和征费表

如需了解更多信息，请联系我们！

您可还想了解: 2024-25财政预算案建议实施薪俸税和个人入息课税的标准税率两级制

RENEWAL OF HONG KONG COMPANY LIMITED

After setting up a Hong Kong Limited, the company filings do not end there. Yearly, you are required to arrange renewal of your company including annual return and profit tax return as well.

Annual Return

As per the rules in the Companies Ordinance, each of the Hong Kong companies has to file the Annual Return regularly every year in the prescribed form. The form that is used is called the NAR1 form. The contents of this form include the particulars of the issued share capital, registered capital, registered office, secretary(s), director(s), shareholder(s), etc.

The annual return has to be filed within 42 days of the anniversary date of the incorporation of the company every year, and it is a compulsory obligation. In case a person forgets to file the annual return, they would be liable to pay the late fines depending on how late the filing has been done.

Profit Tax Return

Submission the Profit Tax Return, it doesn’t mean you have to pay tax. As the tax amount will be computed by the profitability for the year. It is normal for a company to get its first profits tax return within the 18 months since the commencement date of the business. After that, the next tax return forms would usually be issued on the 1st of April each year (or the first working day of April every year.)

Along with this, an audit report has to be attached. In the next years, in case there is no tax representative to act on its behalf for submitting the form for an extension, the company has to file the tax return within a month.

Renewal of Documents

Each year, when renewing a company, it’s common for any Hong Kong Limited to keep a record of the below docunments.

  1. Business Registration Certificate
  2. NAR1 (Filled Annual Return Form)
  3. Client Due Diligent Acknowledgement
  4. ND2A (Notice of Change of Company Secretary) – if applicable
  5. NR1 (Notice of Change of Address of Registered Office) – if applicable

How Centre O can assist you on the renewal?

Centre O provides one-year Registered Address Services including fax and telephone number. We can assist to handle government letters and phone calls. Also, Centre O is a licensed TCSP agent to provide qualified Company Secretary Service. And then we can assist to file Profit Tax, Employer’s Return and Personal Salary Tax. The one-stop service to help you sort out all the annual renewal matters.

For further information, please contact us.

You may want to read: What are Hong Kong Limited Company Annual Obligations?

2024 香港建议薪俸税税率实施两级制

在2024-25财政预算案建议实施薪俸税和个人入息课税的标准税率两级制，自2024/25课税年度起生效。

根据建议的薪俸税两级制度调整后的标准费率如下：

净收益为500万美元或以下，税率保持不变，仍然是15%；当净收益超过500万美元，500万美元的税率为15%，超过500万美元的部分为16%.

需要注意的是：净收入=总收入—扣款

按累进税率的纳税人不受影响，预计目前纳税人当中只有11700人受影响。

您可还想了解: 如何计算香港带薪年假？

中國公司与香港公司的贸易限制差異

中国企业一直在走向世界、拓展业务，在全世界范围寻求成功，但是在全球扩张也有比較多的贸易限制差異。

外汇管制

中国政府严格控制外汇交易，限制中国公司向国际供应商付款或从海外客户收款。因此，外汇交易通常必须通过授权银行进行，并且必须获得监管部门的批准。

关税和贸易壁垒

国际贸易协定、关税和其他国家设置的贸易壁垒会影响中国的出口竞争力，并增加进口商品和原材料的成本。此外，贸易争端和地缘政治紧张局势也可能导致对中国商品征收关税或实施贸易限制。

海关条例和检查

中国出口商在国际货运时必须遵守海关规定并接受检查。清关手续的延误或中断会影响交货的及时性，并增加运输成本。

知识产权保护

中国公司在与国际公司开展贸易时，可能会面临知识产权保护方面的挑战。对知识产权侵权、假冒和未经授权复制专利产品或技术的担忧会阻碍外国合作伙伴与中国公司开展业务。

监管合规性

中国公司与国际公司开展贸易时，必须遵守各种监管要求和标准。其中包括产品安全标准、标签要求和进出口法规，不遵守法规要求可能导致罚款、处罚或贸易限制。

语言和文化障碍

语言、文化和商业惯例的差异会给中国企业与国际合作伙伴进行沟通和谈判带来挑战。对文化规范和期望的误解或曲解有时候会影响商业关系的成功。

政治和地缘政治风险

政治不稳定、地缘政治紧张局势以及政府政策或法规的变化都会影响国际贸易和业务运营。中国企业可能会面临与中国和其他国家之间的贸易争端、制裁或外交紧张局势有关的风险。

获得资金和信贷

中国企业在从国际银行或金融机构获得融资或信贷时可能会遇到困难。尤其是在缺乏良好信用记录或抵押品的情况下，获得国际融资的机会有限，会制约中国企业为贸易相关活动提供资金或投资海外扩张机会的能力。

虽然中国企业在全球贸易和投资方面取得了巨大进步，但仍面临各种限制和挑战。要克服这些限制，往往需要采取积极主动的措施，如与外国合作伙伴建立稳固的关系，投资于合规和风险管理系统，并随时了解全球贸易法规和市场动态的变化。 所以往往設新公司嘅時候，很多人選擇在香港成立。香港作为自由贸易港，通常享有较低的关税或者免税政策，影响到贸易的便利程度

虽然中国企业在全球贸易和投资方面取得了巨大进步，但仍面临各种限制和挑战。要克服这些限制，往往需要采取积极主动的措施，如与外国合作伙伴建立稳固的关系，投资于合规和风险管理系统，并随时了解全球贸易法规和市场动态的变化。 所以往往設新公司嘅時候，很多人選擇在香港成立。香港作为自由贸易港，通常享有较低的关税或者免税政策，影响到贸易的便利程度及政策。

如需了解更多信息，请联系我们！

您可还想了解: 香港有限公司与中国有限公司的区别

WHAT IS A BRANDING KIT?

Branding Kit

A brand kit is a collection of the visual elements of your brand: the colour palette, logo(s), and typography. It also known as a brand style guide or brand guidelines. It is a document that outlines the visual and stylistic elements of a brand. So branding kit serves as a reference point for maintaining consistency in all brand communications both online and offline.

What is including in a Branding Kit?

LOGO

The branding kit includes guidelines on logo usage, variations, sizes, and clear space requirements. Then the guideline ensures that the logo is always displayed correctly and consistently across all platforms. No matter the logo is in online or offline materials.

Colour Palette

Colour Palette specifies the primary and secondary colours that represent the brand. The branding kit includes color codes (such as HEX, RGB, or CMYK values) to ensure color consistency in all brand materials.

Typography

The branding kit defines the fonts or typefaces used for headings, subheadings, body text, and other elements. It includes guidelines on font sizes, styles, and spacing to maintain a consistent look and feel.

Imagery

Guidelines on the types of images and graphics that should be used to represent the brand. This may include photography style, illustration guidelines, image quality, and usage rights.

Voice and Tone

Defines the brand’s personality, voice, and tone of communication. It provides guidelines on the language style, messaging, and tone of voice to maintain consistency in brand messaging.

Iconography

Specifies any custom icons or symbols that are part of the brand identity. Guidelines on when and how to use these icons are included in the branding kit.

Design Elements

Other design elements such as patterns, textures, or graphic elements that are part of the brand identity are outlined in the branding kit.

Usage Guidelines

Instructions on how to apply the branding elements across various materials, including digital platforms, print materials, merchandise, and more.

Is it important to prepare a branding kit?

A branding kit is to consolidate all of your brand’s design assets so that they can be easily accessed and reproduced both internally and externally. So, providing a comprehensive set of guidelines for visual and stylistic elements. It ensures that all brand communications are cohesive, consistent, and aligned with the brand’s identity and values. It helps maintain brand recognition, build trust with customers, and establish a strong and memorable brand presence. As we know visual consistency helps strengthen your company’s image with its audience and makes your brand feel familiar over time.

For further information, please contact us.

You may want to read: Do I need to prepare a company logo for a startup?