FAQs - General
What are the major features of the company re-domiciliation regime?
The major features of the company re-domiciliation regime include:
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the re-domiciliation regime is an inward regime which allows non-Hong Kong corporations to re-domicile to Hong Kong;
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the re-domiciliation regime is applicable to non-Hong Kong corporations comparable to four types of companies that could be formed in Hong Kong, namely, (a) private companies limited by shares; (b) public companies limited by shares; (c) public unlimited companies with a share capital and (d) private unlimited companies with a share capital;
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re-domiciliation does not have the effect of creating a new legal entity and will not affect the business continuity of the company, or any property, rights, obligations, liabilities, as well as the contractual and legal processes of the company;
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there is no economic substance test imposed on the non-Hong Kong corporations intending to re-domicile to Hong Kong; and
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once re-domiciled, re-domiciled companies will be regarded as companies incorporated in Hong Kong with effect from the date of re-domiciliation and will be required to comply with all the relevant requirements under the Companies Ordinance (Cap. 622).
What is the effect of company re-domiciliation to Hong Kong?
Once re-domiciled, a re-domiciled company will be regarded as a company incorporated in Hong Kong and will be required to comply with all the relevant requirements under the Companies Ordinance (the “CO”) in the same manner as a company formed and registered under the CO unless otherwise specified.
If the re-domiciled company has previously been registered as a registered non-Hong Kong company under Part 16 of the CO, its registration under Part 16 ceases to have effect on the date of issuance of its certificate of re-domiciliation.
How long will an application for re-domiciliation be processed and approved approximately?
The time required for processing an application for re-domiciliation will depend on the quality and quantity of application documents received by the Companies Registry.
If documents and particulars required for the re-domiciliation application are in order, it is generally estimated that the applicant may be registered as a re-domiciled company in 2 weeks’ time.
Can the proposed name of an intended re-domiciled company be the same as a name of an existing local company on the Companies Register?
No. The proposed name of an intended re-domiciled company is subject to the restrictions and requirements on company names under the Companies Ordinance (Cap. 622) (the “CO”), including sections 100 and 102.
Is it necessary for the proposed articles of association of an intended re-domiciled company to be delivered for registration to contain information of the founder members of the company?
The mandatory articles that are applicable to re-domiciled companies are set out in sections 81, 83 and 84 of the Companies Ordinance (Cap. 622) (the “CO”). Section 85(1) of the CO is not applicable to re-domiciled companies. Hence, the information of founder members is not required to be contained in the proposed articles of association of an intended re-domiciled company.