Two-tier profits tax
8.25% on the first HK$2,000,000 of assessable profits, 16.5% on the rest, since the 2018/19 year of assessment. If you have connected entities, only the one you nominate gets the lower tier.
Hong Kong company formation · for international founders
Hong Kong company formation is quick. The audit, the bank account and the tax position need a plan.
To set up a Hong Kong private company limited by shares as a non-resident, you need one director of any nationality, a company secretary based in Hong Kong, a registered office there, one shareholder and Articles of Association. Each year after that, the company renews its Business Registration, files an annual return, has its accounts audited and files a profits tax return.
| On paper | In practice |
|---|---|
| No resident director | A Hong Kong company secretary and office, every year |
| HK$1 share capital | An audit every year, even with little activity |
| Profits from outside Hong Kong are not taxed | An offshore claim you prove with documents, case by case |
| Incorporation in about an hour online | A bank account that depends on the bank’s own review |
Status
What you can start today
Hong Kong incorporation and yearly compliance open in Q1 2027. Until then, we hold structuring consultations, and you can register for early access to keep a founding-client place.
Available today
What Innaltis can do today
- A structuring consultation with our founders, held remotely, with a written summary.
- Guidance on choosing between Singapore and Hong Kong, and on what each company costs to set up and run.
- Early access to our incorporation and compliance services before they open, with no payment and no commitment.
Planned service
Planned for Q1 2027
- Company incorporation in Singapore and Hong Kong, with company secretary and registered address.
- Yearly compliance packages: bookkeeping, accounts, tax filings, annual return and meetings.
- Atlas, the client platform: group view, cap table, deadlines and documents.
Setup requirements
What do you need to set up a company in Hong Kong as a non-resident?
Founders abroad usually choose a private company limited by shares. None of these requirements asks you to live in Hong Kong.
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At least one director who is an individual
Any nationality, living anywhere. Hong Kong has no residence rule for directors. A sole director cannot also be the company secretary.
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A company secretary based in Hong Kong
An individual who ordinarily lives in Hong Kong, or a company with its registered office or place of business there. Firms offering this service must hold a trust or company service provider (TCSP) licence.
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A registered office in Hong Kong
A Hong Kong address, in place from the date of incorporation. The company secretary often provides it, with mail handling.
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At least one shareholder
A company limited by shares is formed by at least one founder member. You can add shareholders later by allotment or transfer.
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Share capital with no minimum
There is no minimum paid-up capital and no set number of shares, so HK$1 works. Banks and suppliers may expect more.
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Articles of Association
Your own articles, or the Model Articles for private companies where yours are silent. They must state that members’ liability is limited and set out the capital and first shareholdings.
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Form NNC1 with Business Registration
One incorporation form, filed with the Business Registration notice (IRBR1) and both fees. Online, the Registry fee is HK$1,545 and the certificates usually arrive within an hour.
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A Significant Controllers Register
A register of the people who ultimately own or control the company, kept in Hong Kong from day one, with a designated representative named in it.
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Identity checks on directors and owners
The licensed firm acting for the company checks the identity of directors, shareholders and significant controllers before it files anything.
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Usually no travel
Directors do not need to be in Hong Kong to incorporate, and with online filing there are no paper certificates to collect. A bank may still ask to meet you.
Recurring obligations
Filings and deadlines every year
Incorporation is the light part. After that, a Hong Kong company has the same filings and deadlines every year.
| Obligation | When | What it involves | Fee or cost |
|---|---|---|---|
| Business Registration certificate | At incorporation | Applied for together with the incorporation form. The first one-year certificate starts on the day the company is incorporated.1, 10 | HK$2,350 (HK$2,200 fee + HK$150 levy) for a 1-year certificate starting between 1 April 2026 and 31 March 2027. |
| Business Registration renewal | Every year, by the expiry date on the certificate | Each certificate expires the day before the anniversary of incorporation. The IRD sends the renewal demand note around the middle of the month before, and once paid it becomes the new certificate.11, 10 | HK$2,350 at current rates. The IRD has not yet set the rate for certificates starting after 31 March 2027. |
| Annual return (Form NAR1) | Within 42 days after each anniversary of incorporation | Delivered every year within 42 days after the anniversary of incorporation, signed by a director or the company secretary.3 | HK$105 on time. Late: HK$870 (up to 3 months), HK$1,740 (3 to 6 months), HK$2,610 (6 to 9 months), HK$3,480 (over 9 months). Filing late is also an offence. |
| Financial year end | Chosen by the directors | The first financial year starts on incorporation and ends on a date the directors choose within 18 months after it. Each later year is 12 months.6, 4 | No filing on this date. |
| Audited financial statements | After each financial year end | Every company except a dormant one has its financial statements audited. A small private company may use the reporting exemption for simpler accounts, but the audit still applies.4 | Signed and billed by our partner CPA firm, from HK$8,000 a year for assets under HK$10M. |
| Profits Tax Return (BIR51) | First about 18 months after incorporation, then each April | The first return is issued about 18 months after incorporation. After that, returns are issued on the first working day of April. File by the date printed on page 1 of the return.17 | Return and tax computation included in Ascent and Zenith. Tax itself is paid to the IRD. |
| Employer’s Return (BIR56A) | Every April | Issued on the first working day of April and filed within 1 month of issue. When you hire, notify the IRD on form IR56E within 3 months.16 | Included in Ascent and Zenith. |
| Annual general meeting or written resolutions | Within 9 months after the financial year end | Held within 9 months after the financial year end. If the first year is longer than 12 months, by the later of 9 months after the first anniversary and 3 months after the year end. Written resolutions can replace the meeting.5 | Included in every package. |
| Significant Controllers Register | Kept up to date at all times | Kept at the registered office or another place in Hong Kong, with a designated representative who deals with law enforcement requests. It is not filed with the Registry.7 | Included in every package. |
| MPF enrolment (if you hire) | Within 60 days of employment | Employees aged 18 to 64 are enrolled in an MPF scheme within the first 60 days of employment, through the eMPF Platform.19 | Payroll add-on HK$280 per employee per month (MPF and IR56B). |
If you run several companies in Hong Kong and Singapore, the corporate compliance planner and filing calendar keeps these dates for each one.
Timeline
Your first 24 months, date by date
Choose your incorporation month, year end and package.
Turn on JavaScript to see these dates for your own incorporation month. See the yearly filings
31 March or 31 December. 31 March follows Hong Kong’s tax year, 1 April to 31 March, so one set of accounts covers one year of assessment. 31 December follows the calendar year most foreign parent companies use. Both get later Profits Tax Return deadlines when a tax representative files under the IRD’s block extension scheme. For 2025/26 returns, that meant 31 August 2026 for December year ends and 30 November 2026 for January to March year ends.
Paid by April 2029 HK$57,950 of HK$57,950 over 24 months
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Company incorporated, Business Registration certificate issued
Business Registration certificate Applied for together with the incorporation form. The first one-year certificate starts on the day the company is incorporated.
Both certificates are issued together. Everything is filed online, so you do not need to travel.
+HK$27,695 Incorporation HK$4,000 + Companies Registry HK$1,545 + Business Registration HK$2,350 + Ascent year 1 HK$19,800 Running total HK$27,695
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First financial year ends, audit window opens
Financial year end The first financial year starts on incorporation and ends on a date the directors choose within 18 months after it. Each later year is 12 months.
Audited financial statements Every company except a dormant one has its financial statements audited. A small private company may use the reporting exemption for simpler accounts, but the audit still applies.
A first financial year of 12 months, the longest allowed for a March year end. The directors can choose a shorter one.
Running total HK$27,695
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Business Registration renewed for year 2
Business Registration renewal Each certificate expires the day before the anniversary of incorporation. The IRD sends the renewal demand note around the middle of the month before, and once paid it becomes the new certificate.
The first certificate expires on this date. The renewal demand note usually arrives around 15 March 2028.
+HK$22,150 Business Registration HK$2,350 + Ascent year 2 HK$19,800 Running total HK$49,845
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First Employer’s Return (BIR56A)
Employer’s Return (BIR56A) Issued on the first working day of April and filed within 1 month of issue. When you hire, notify the IRD on form IR56E within 3 months.
The IRD sends it out at the start of April. Included in Ascent.
Running total HK$49,845
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First annual return (NAR1) due
Annual return (Form NAR1) Delivered every year within 42 days after the anniversary of incorporation, signed by a director or the company secretary.
42 days after the first anniversary on 1 April 2028. Filing is included in every package, and the government fee is billed at cost.
+HK$105 Companies Registry fee HK$105 Running total HK$49,950
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First Profits Tax Return issued
Profits Tax Return (BIR51) The first return is issued about 18 months after incorporation. After that, returns are issued on the first working day of April. File by the date printed on page 1 of the return.
The IRD sets the issue date and prints the filing deadline on the return. It covers the period to 31 March 2028 and is filed with the audited accounts. Included in Ascent.
Running total HK$49,950
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AGM deadline, audit signed
Annual general meeting or written resolutions Held within 9 months after the financial year end. If the first year is longer than 12 months, by the later of 9 months after the first anniversary and 3 months after the year end. Written resolutions can replace the meeting.
9 months after 31 March 2028. The audited accounts for that year are approved by then.
+HK$8,000 Audit by our partner CPA firm, from HK$8,000 Running total HK$57,950
Spark covers the company secretary and registers only. Your own accountant then prepares the accounts and tax returns, and their fees are not in these totals.
Dates assume incorporation on the 1st of the month and the longest first financial year allowed. The IRD sets its own issue dates, so its returns show the usual month. Costs are our planned launch prices, government fees at current rates and the audit from HK$8,000. Taxes, visas and add-ons are extra.
Year 1 estimate HK$35,695 · 24-month total HK$57,950
Tax
How is a Hong Kong company taxed?
Hong Kong taxes profits on a territorial basis, at low rates. Most questions are about where each profit comes from.
Territorial basis
Only profits arising in or derived from Hong Kong are taxed. Profits arising abroad are not taxed, even when remitted to Hong Kong, and profits from the sale of capital assets are excluded.
Offshore claims need evidence
Where a profit arises is a question of fact. The IRD looks at the operations that produced it and where they took place, and there is no universal rule. If a purchase or sale contract is made in Hong Kong, trading profits are presumed taxable to begin with. Each claim is reviewed on its own facts. Where the facts support one, we prepare the claim for HK$12,000.
FSIE for groups
If the company belongs to a multinational group, foreign-sourced dividends, interest, IP income and disposal gains it receives in Hong Kong are taxed unless it meets an economic substance, participation or nexus test. The regime has applied since 1 January 2023, and to gains on other assets since 1 January 2024.
What Hong Kong does not tax
No sales tax or VAT, no capital gains tax, no tax on dividends and no withholding tax on dividends.
Banking
How hard is it to open a business bank account in Hong Kong?
For a non-resident, the bank account usually takes longer than the company. Each bank sets its own criteria, and every one of them wants to know who owns the company, what it does and where its customers and suppliers are.
Traditional banks
The widest range of services, including trade finance, multi-currency accounts and cheques. Expect a detailed review of the owners and the business plan, and possibly a meeting. Allow several weeks.
Application support HK$5,200
Licensed virtual banks
Hong Kong banks without branches, licensed by the HKMA since 2019. Onboarding is online and usually faster. Eligibility for companies owned from abroad varies by bank.
Digital account assistance included in the incorporation fee
Fintech business accounts
Payment and multi-currency accounts run by licensed payment firms rather than banks. Useful for invoicing early on. Check which balances are protected before you hold large amounts.
Digital account assistance included in the incorporation fee
We prepare the application and introduce you to banks and business-account providers. The final decision is always the bank’s.
The planned service
What we will do, and what it costs
Planned launch prices, confirmed in writing before you commit. Government fees are billed at cost. A new company pays a one-off incorporation fee. Statutory audit in Hong Kong is billed by the partner CPA firm.
Planned service Opening Q1 2027
Hong Kong company incorporation
HK$4,000 one-off, plus government fees at cost
- Incorporation filing with the Companies Registry (NNC1) and Business Registration
- Articles of Association, share certificates and first board resolutions
- Statutory registers and the Significant Controllers Register
- Help opening a digital business account
Moving an existing Hong Kong company to us: no incorporation fee, and taking over the records from the previous secretary is included.
One-off, at incorporation
- Innaltis incorporation
- HK$4,000
- Companies Registry incorporation fee (e-filing), at cost
- HK$1,545
- Business Registration fee and levy, 1-year certificate, at cost
- HK$2,350
- Total at incorporation
- HK$7,895
Yearly packages
Spark
HK$8,900 a year
Secretarial compliance only. You keep your own books.
- Company secretary, licensed TCSP, for 12 months
- Registered office with mail scanning
- AGM or written resolutions
- Annual return (NAR1) filing
- Significant Controllers Register and statutory registers
- Business Registration renewal handling
Ascent
HK$19,800 a year
Compliance plus accounting, tax and audit coordination.
Everything in Spark, plus:
- Bookkeeping up to 60 transactions a year (61 to 120: +HK$2,400)
- Audit-ready financial statements
- Audit coordination with the CPA, up to 4 hours (then HK$1,600 an hour)
- Profits Tax Return (BIR51) and tax computation
- Employer’s Return (BIR56A)
Zenith
HK$23,800 a year
For a growing company: more transactions and full audit handling.
Everything in Ascent, plus:
- Bookkeeping up to 200 transactions a year (201 to 350: +HK$5,800)
- Audit file preparation
- Audit coordination with no hour cap
Statutory audit
Required every year. Signed and billed directly by our partner CPA firm, from HK$8,000 a year for assets under HK$10M.
Paid to third parties
- Statutory audit, billed by the partner CPA firm
- Profits tax, stamp duty and any IRD penalties
- Immigration Department visa fees
- Your own Xero subscription, paid to Xero
Common add-ons
- Offshore profits claim
- HK$12,000 per claim
- Payroll (MPF, IR56B)
- HK$280 per employee per month
- Employment visa (GEP) application, ImmD fees excluded
- HK$7,500
- Dependant visa application, ImmD fees excluded
- HK$5,000
- Traditional bank account opening assistance
- HK$5,200
- Catch-up accounting for a past year
- HK$4,800 per year
- Change of director or officer
- HK$720
- Deregistration, government fees at cost
- HK$4,200
- Advisory
- HK$2,500 an hour
Worked example: Ascent
Year 1
- One-off fees (Innaltis, Companies Registry, Business Registration)
- HK$7,895
- Ascent, year 1
- HK$19,800
- Audit of the first financial year, from
- HK$8,000
- Total
- HK$35,695
Year 2
- Business Registration renewal, at current rates
- HK$2,350
- Annual return (NAR1) fee
- HK$105
- Ascent, year 2
- HK$19,800
- Audit, from
- HK$8,000
- Total
- HK$30,255
Taxes, visas, payroll and add-ons are not included. The audit is a starting price for assets under HK$10M.
Start with a conversation
Introductory call
30 minutes · Free
A 30-minute call to understand your owners, activity and timeline, and to tell you whether a structuring consultation is worth your time. No commitment.
Structuring consultation
2 hours with our founders, remote · S$880, fixed
We agree the agenda with you beforehand. Within three business days you receive a written summary: the recommended structure, the alternatives we considered, what it takes to run, what it costs, and the questions to put to a tax or legal adviser.
- Recommended structure with the alternatives considered
- Operating requirements: directors, secretary, audit, banking, visas, substance
- Cost framework for setup and the first two years
- List of questions for a licensed tax or legal adviser, with why each matters
- Next steps and timeline
Fit
When Hong Kong is the right choice
Hong Kong often suits
- Trading with mainland China: buying, selling and invoicing between Chinese suppliers and customers abroad.
- Sourcing companies that manage factories, quality control and shipping from the region.
- A regional treasury or holding for an Asian business, where low rates and no tax on dividends matter.
Hong Kong is often less suited to
- An operating hub for Southeast Asia, where staff, customers and subsidiaries sit around Singapore.
- Venture-backed startups whose investors expect a Singapore holding company.
- Founders who want a small-company audit exemption. Hong Kong audits every company that is not dormant.
If you are weighing the two, read Hong Kong vs Singapore compared on tax, audit, directors and banking, or see the Singapore company formation requirements and costs.
The team
Who you will work with
Innaltis is run by its founders, who come from corporate consulting and business law. You deal with them directly, from the first call to the written summary. Structuring questions are part of the job, never a surprise invoice. Regulated filings are executed by licensed firms we appoint and supervise, each named in your engagement letter. We introduce the team by name at launch.
Languages and hours
We work in English, French and Vietnamese. Our team is in Asia and answers during the European morning.
For a group question that spans Europe and Asia, see our corporate structuring advisory for European businesses expanding into Asia.
How we work
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Scope
A 30-minute call on your owners, activity, target market and timeline. We then agree the agenda and the price in writing.
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Structure
We write up the structure: entities, ownership, directors, substance and the questions that need a specialist tax or legal opinion.
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Set up
Once we open: incorporation, company secretary, registered address and resident director where required, executed by licensed firms we appoint and supervise.
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Run
Bookkeeping, accounts, tax, annual return and meetings tracked in Atlas and reviewed by people, with a reminder before every deadline.
Early access
Plan your Hong Kong setup
Tell us where you stand. We reply within one business day with what your Hong Kong company would need, and keep a founding-client place for you when incorporation opens.
Your timeline
Change it in the timelinePlanned service Incorporation and ongoing compliance open in Q1 2027. Registering now reserves your founding-client terms. Nothing is filed and nothing is charged before then.
Questions founders ask
Can I run a Hong Kong company without living there?
Yes. A private company needs at least one director who is an individual, of any nationality and living anywhere. What has to be in Hong Kong is the company secretary (a resident individual or a Hong Kong firm) and the registered office. Incorporation is filed online, so you do not need to travel. A bank may still ask to meet you.
Is the audit mandatory even with no activity?
Yes, for every company that is not dormant. A small private company can use the reporting exemption for simpler accounts, but an auditor still reports on them. A company with no accounting transactions can pass a special resolution to become dormant and is then exempt from the audit while it stays dormant. If you plan to trade, budget for the audit from year one.
Can I claim 0% tax on offshore profits?
Not automatically. Hong Kong taxes only profits sourced in Hong Kong, but the offshore exemption has to be demonstrated. The IRD looks at where the operations that produced the profit took place and reviews each claim on its facts. Where the facts support a claim, we prepare the file for HK$12,000. We do not promise lower tax. We set up structures that stand up to investor due diligence and to tax authorities. If someone promises you zero tax, ask them where the substance is.
How hard is the bank account?
Harder than the company, for most non-residents. Traditional banks review owners, activity and counterparties in depth and can take weeks. Licensed virtual banks and fintech accounts onboard online and are often faster. Help with a digital account is included in our incorporation fee, and support with a traditional bank costs HK$5,200. We prepare the application and introduce you to banks and business-account providers. The final decision is always the bank’s.
What happens if I file the annual return late?
The HK$105 fee becomes HK$870 after the 42 days, then HK$1,740, HK$2,610 and HK$3,480 when more than 9 months late, and the Registrar has no power to waive it. Late filing is also an offence: the company and its responsible officers can be prosecuted, with a fine of up to HK$50,000.
Can I incorporate now?
Not with Innaltis yet. Hong Kong incorporation is a planned service that opens in Q1 2027. Today we offer the structuring consultation. Register for early access and your company can be planned and ready when we open.
What does early access mean?
You tell us about your project, we reply with what your Hong Kong company would need, and you keep a place on the founding-client list. Before we open, we contact you with your founding-client terms. Nothing is filed and nothing is charged before then, and prices are confirmed in writing before you commit.
Should I pick Hong Kong or Singapore?
It depends on where your customers and suppliers are, whether you will raise funds, and the tax rules where you live. Hong Kong is often chosen for trade with mainland China and sourcing; Singapore for a Southeast Asia hub and venture funding. Our Hong Kong vs Singapore comparison sets the two side by side, and the first call settles it for your case.
References
- Companies Registry, Incorporation of a local limited company (FAQ)
- Companies Registry, Directors and company secretary (FAQ)
- Companies Registry, Annual return of a local private company
- Companies Registry, Accounts and audit (FAQ)
- Companies Registry, Meetings, resolutions and company records (FAQ)
- Companies Registry, Companies Ordinance: accounting reference periods
- Companies Registry, Significant Controllers Register (FAQ)
- Companies Registry, Dormant companies (FAQ)
- Companies Registry, Registry for trust and company service providers
- IRD, Business registration fee and levy
- IRD, Renewal of business registration
- IRD, Profits tax
- IRD, Two-tiered profits tax rates (FAQ)
- IRD, The territorial source principle of taxation
- IRD, Foreign-sourced income exemption
- IRD, Employer’s Return and notification of new employees
- GovHK, Profits Tax Return
- InvestHK, Tax basics
- MPFA, Employers’ enrolment of employees in MPF schemes
- HKMA, Granting of virtual banking licences, 2019
Information current as of 31 October 2026. It is general and not tax or legal advice.
Plan your Hong Kong company before we open
Tell us your activity, timeline and preferred jurisdiction. We reply within one business day.