What is a business registration certificate? If my business is owned by a company, do I need to register my business in Hong Kong?

Business Registration Certificate is issued by the Business Registration Office and includes important details of the company such as the name of the business, type of business, date of commencement, certificate number, expiry date etc.

It is a mandatory process whether the business is sole-proprietorship, partnership, company; or the business is carried out by a foreign company or a branch office. The certificate must be obtained within 30 days of commencing your business operations.

In case of a company, you need to register your business:

1. If the company is incorporated in Hong Kong under the Companies Ordinance or
2. If its a non-Hong Kong company that has established a place of business in Hong Kong, regardless of whether it is actually carrying on any business in Hong Kong;

As per the one-stop company and business registration service, only one application is required for both company incorporation and business registration.

Registration Process for local companies and non-Hong Kong companies

For companies incorporated/registered under the Companies Ordinance, the one-stop company and business registration service simplifies the registration process. It provides,  that the registration of a business and the registration of a company can occur at the same time  You need to submit the following list of documents required to make an application under the one-stop service:

Documents for local companies

(a) Incorporation form (NNC1 or NNC1G);

(b) copy of the company’s articles of association

(b) Notice to Business Registration (IRBR1) Office

(c) Prescribed business registration fee and levy

Documents for non-Hong Kong companies

1. the application form for registration (NN1) and the supporting documents
2. Certified copy of the company’s articles of association
3. Certified copy of the company’s certificate of incorporation
4. Certified copy of the company’s latest published accounts
5. Notice to Business Registration (IRBR1) Office
6. Prescribed business registration fee and levy

Successful applicants will receive the Certificate of Incorporation and the Business Registration Certificate simultaneously. If the certificate is in electronic form, then you must display a printed copy of the certificate at the place of business.

Notification of business particulars

However, once you have commenced your business, you will have to notify the Inland Revenue Department (“IRD”) of your business particulars within a month. You can write a letter that contains the following:

• Business name;
• Description and nature of business;
• Business address; and
• Date of the commencement of business.

Alternatively, you can fill out and deliver to the IRD form IRBR200.

To understand the registration process for sole-proprietorship and partnership, read “What are sole proprietorships, partnerships and limited companies? What are the pros and cons of the respective business vehicles?”.

Key takeaway

• If you are setting up your business in the form of a company then you do not have to apply for business registration separately since you would be deemed to have applied for business registration simultaneously when you apply for incorporation.
• You still have to notify the IRD of your business particulars. The simple way is to fill out form IRBR200.
• You may still have to apply for licence(s) based on the nature of your business. You can find more details in the FAQ on licences.

Bibliography

1. Inland Revenue Department, “one-stop company and business registration service”: https://www.ird.gov.hk/eng/pdf/one_stop.pdf
2. Companies Registry, forms for incorporation for private company limited by shares: https://www.cr.gov.hk/en/forms/specified.htm#26
3. Inland Revenue Department, “Notification of Change of Business Registration Particulars”: https://www.ird.gov.hk/eng/tax/bre_cbp.htm
4. Inland Revenue Department, “Q & A for One-stop Company and Business Registration and One-stop Notification of Change of Company Particulars”: https://www.ird.gov.hk/eng/faq/osbrq.htm
5. Inland Revenue Department, “”Business” Required to be Registered and Application for Business Registration”: https://www.ird.gov.hk/eng/tax/bre_abr.htm

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