Any domestic or international company would want to carry out compliances for registering their office in Hong Kong. If a company wants to shift their registered office to another place in Hong Kong, then there is an official procedure for carrying out the change of registered office. Change of Registered Office has to be carried out compulsorily in Hong Kong to comply with the law and other
There are different business structures in Hong Kong. Hence it is mandatory to consider the requirement for registered office change in Hong Kong.
The following types of business entities are present in Hong Kong:
Domestic Companies- Companies which are incorporated locally in the Special Administrative Region (SAR) of Hong Kong would be classified as domestic companies. These companies would not have foreign shareholders. However, companies that are incorporated domestically would have domestic shareholders. When such companies consider a change of registered office in Hong Kong, then they have to inform the regulatory authority regarding the change. The regulatory authority that deals with the registered office change in Hong Kong is the Registrar of Companies.
International Companies- International Companies would be classified as companies that have their main registered office outside the region of Hong Kong SAR. These companies would have mostly foreign shareholders. When an international company or a foreign company is set up in Hong Kong, it is mandatory to register them with the Hong Kong Registrar of companies. When they change their office, it is important to notify the registrar regarding the change of registered office in Hong Kong.
The primary regulatory authority dealing with the change of registered office in Hong Kong is the Registrar of Companies in Hong Kong. This authority deals with all matters about company incorporation and procedural matters for carrying out the business of the company.
Hence, the company must file the registered office change documents with this authority when the premises of the physical office are changed. Apart from this, the law that deals with the procedure for change of registered office in Hong Kong is the Companies Ordinance (Cap 622).
All the rules and regulations on the registered office change in Hong Kong are present under this ordinance.
The Registrar has to keep all the information of the company up to date. This provision is present under section 27 of the Companies Ordinance (Cap 622).
Apart from this, compliance has to be maintained by the office from time to time with the registrar of companies.
Section 27 of the Companies Ordinance (Cap 622) specifies the requirements for keeping information with the registrar of companies Hong Kong.
As per the section, the registrar must keep information and records regarding:
All these requirements have to be followed by the registrar under section 27(1) of the Companies Ordinance (Cap 622).
When it comes to change of registered office, under section 27(3), the registrar has to keep information on key executives such as a director and company secretary for correspondence.
Under section 27(4) of the companies ordinance (cap 622), the registrar must keep information such as correspondence with the key management executives of the company. Apart from this, the registrar must also have key information such as the address of correspondence of the registered office of the company.
If there is a change of registered office in Hong Kong, then the records have to be kept according to the provisions which are consistent as per section 27 of the Companies Ordinance (Cap 622) of Hong Kong.
As per section 28(2), the records which are kept with the registrar of companies have to be accessible by any individual when asked for.
Under section 658 of the companies’ ordinance (cap) 622, a company must have a registered office in Hong Kong. The provisions of registered office would apply to both domestic companies as well as international companies.
Under the companies’ ordinance of Hong Kong, section 120 speaks about the requirement of having a registered office in Hong Kong. If the company plans to shift the registered premises or the office in Hong Kong, then the same has to be intimated to the concerned authorities.
Typically the change of registered office would apply to all entities which have their business in Hong Kong. Moreover, any entity which is registered under the purview of the Companies Ordinance (Cap 622) and the Registrar of Companies would have to abide by the rules of change of registered office.
The change of registered office ould apply to the following entities:
Limited Liability Company- A limited liability company is an entity whose liability is limited to the members. The members, i.e. the directors and shareholders of this form of entity, enjoy a status different from the company. Under section 658 of the companies’ ordinance, a limited liability company would have to notify the registry for shift of registered office.
Private Limited Company- A private limited company is an entity which does not have its shares registered in a public stock exchange. When changing the registered office of a private limited company, the company has to inform all the concerned stakeholders regarding the same.
Public Limited Company- A public limited company is an entity whose shares are listed in a public stock exchange. The public limited company must inform the shareholders about the change of the registered office of the company. Compliance has to be met according to the requirements of the Companies Ordinance Cap.
Limited Liability Partnership- A LLP or limited liability partnership would have to inform the concerned authorities for shift of registered office of a partnership in Hong Kong.
Foreign Organisations defined under the ordinance-Foreign companies that are defined under the Ordinance would have to inform the concerned authority for the change of registered office in Hong Kong.
Proper procedures have to be followed for registered office change in Hong Kong. It is important to comply with the relevant procedure.
The following procedure must be followed for change in registered office in Hong Kong:
Hence, if a company registered in Hong Kong wants to shift the registered office, then the above procedure must be utilised.