GENERAL INFORMATION - HONG KONG PRIVATE LIMITED COMPANY
| DETAILS | SHAREHOLDERS | DIRECTORS |
| COMPOSITION |
Not less than 1 or more than 50 |
Not less than 1, no restriction on maximum number |
| LEGAL AGE | Not under 18 years of age, not a bankrupt or unsound mind | Not under 18 years of age, not a bankrupt or unsound mind and must signify his/her consent to act |
| NATIONALITY | Any country, no restriction | Any country, no restriction |
| PROOF OF EXISTENCE | Photocopy of passport and proof of address is required | Photocopy of passport and proof of address is required |
| QUALIFICATION | Nil | Nil |
| WAYS TO BECOME | Acquire shares from the Company or other sharesholders | Appointment by directors or shareholders |
| OBLIGATIONS | Pay up the shares subscribed | Disclose interests in contracts or other matters which involve a conflict of interest. Exercise due care in the interest of the Company |
| TERM OF ACTING | Per pectual holding of shares unless otherwise transfer by way of death, bankruptcy, gift of sale | Continue to act unless resigned, dead, bankrupted, unsound mind or removed by shareholders |
| TAXATION | Dividend received not taxable in Hong Kong | Remuneration received taxable in Hong Kong (offshore tax may be applicable) |
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BUSINESS OPERATIONS |
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| COMPANY SECRETARY | Must be Hong Kong resident over 18 years of age or limited company registered in Hong Kong. No other qualification required | |
| REGISTERED OFFICE | Must be situated in Hong Kong. All notices to the Company shall be served at the Registered Office | |
| BUSINESS PLACE | Can be anywhere in the world if permitted by landloard or governed by the usage of land/premises | |
| BOOKS & RECORDS | Proper books & records such as Memorandum & Articles of Association (M&A); minutes book, registers of directors, shareholders, secretaries, transfers, accounting journals, etc. must be kept in order to show a true and fair view of the state of affiars of the Company. Financial statements are statutorily required to be audited annually by certified public accountants practising in Hong Kong | |
| AUDITORS | Must be certified public accountant registered in Hong Kong. May be appointed by directors or shareholders | |
| TAX REPRESENTATIVE | Usually the auditors are also the tax representatives | |
| BUSINESS REGISTRATION | Every private limited company no matter whether it carries business or not is required to pay business registration fee to the Hong Kong Inland Revenue annually. | |
| ANNUAL GENERAL MEETING | Every company is required to hold an annual general meeting of shareholders annually to transact business such as adoption of audited accounts, re-election of directors, re-appointment of auditors and any other matters the shareholders think desirable | |
| ANNUAL RETURN | Every private limited company no matter whether it carries business or not is required to prepare and file with the Companies Registry within 42 days after the anniversary of its date of incorporation an annual return reporting details of its directors, shareholders, share capital, secretary, registered office & mortgage (if any) | |
| TAXATION | Subject to assessment by the Hong Kong Inland Revenue Department, all income derived in Hong Kong is taxable. The current profits tax rate is 16.5% on net assessable profits. Taxable income could be exempt should application of offshore tax is granted by Hong Kong Inland Revenue Department | |
| EMPLOYER'S RETURN OF REMUNERATION AND PENSIONS | An employer is required to report yearly the remuneration, fees, pensions, gratuities, share options, housing reimbursements and other benefits of its employees to the Hong Kong Inland Revenue Department | |
| BANK ACCOUNT | All directors, shareholders, authorised signers, beneficial owners of shares (if any) are usually required at the bank in person to provide speciment signatories and perform due diligence by the bank. Being qualified intermediaries with International and local banks, ALCPA can help with bank opening. For details, please refer to here | |