Business and Commerce
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2. How can I set up a sole proprietorship, partnership or limited company? Do I have to obtain a business registration certificate from the Inland Revenue Department and register with the Companies Registry before commencement of business?

Business Registration

The Business Registration Ordinance (Cap. 310 of the Laws of Hong Kong) requires every person who runs a business in Hong Kong, whether it is a sole proprietorship, partnership or limited company, to register the business at the Inland Revenue Department within one month from the date of commencement of business, and to display a valid Business Registration Certificate at the place of business. For more information about the application procedure, the relevant charges and a sample application form and certificate, please visit the website of the Inland Revenue Department.

Incorporation of a limited company

In addition to obtaining a business registration certificate, a company which applies to be incorporated under the New CO, they need to submit their incorporation form and articles of association.

Any one or more persons may form a company by signing the articles of association of the company intended to be formed and delivering to the Registrar of Companies (the “Registrar”) for registration a copy of the articles in the same form as those signed by the founder members together with a completed incorporation form.

The agreement by the founder members to form a company and take up membership of the company to be formed, previously contained in the memorandum of association, are now contained in the articles (section 67 of the New CO).

For more information about how to register or incorporate a limited company, please visit the website of the Companies Registry or call its hotline at 3142 2822.

It is important to note that a limited company only comes into existence on the date on which its Certificate of Incorporation is issued by the Companies Registry.

Rather than setting up a new limited company, you can purchase a ready-made limited company (also called a "shelf company") from a company formation agent. After paying the prescribed service charge, the agent will arrange to transfer the shares of the selected company to you (and any other shareholders who may be involved) and handle the relevant documentation. You are recommended to consult a certified accountant or qualified solicitor before you buy a shelf company.

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