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Corporate Service - Hong Kong

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Redomiciliation of Companies to Hong Kong

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Q: What is the purpose of the Companies (Amendment) Ordinance 2025?
A:
The Amendment Ordinance introduces a statutory redomiciliation regime, allowing oversea entities to transfer their place of incorporation to Hong Kong and become registered as Hong Kong companies.

Q: What types of companies are eligible for redomiciliation?
A: Only oversea entities that are comparable to the following four types may apply:
  • Private company limited by shares
  • Public company limited by shares
  • Private company with share capital and unlimited liability
  • Public company with share capital and unlimited liability

Q: Will redomiciliation create a new legal entity?
A:
No. Redomiciliation does not result in the creation of a new legal entity. The company retains its legal identity, assets, rights, obligations, and liabilities.

Q: Is there an economic substance test for redomiciliation?
A: No economic substance test is required for redomiciliation to Hong Kong.

Q: Will the redomiciled company be treated as a Hong Kong incorporated company?
A:
Yes. Upon successful redomiciliation, the company is regarded as incorporated in Hong Kong and must comply with all provisions of the Companies Ordinance (Cap. 622).

Q: Can a redomiciled company retain its original name?
A:
Yes, provided the name complies with the naming rules under the Companies Ordinance and is not identical to an existing registered name.

Q: What documents are required for redomiciliation?
A: Applicants must submit the documents include:
  • Redomiciliation application form
  • Certificate of incorporation from the original jurisdiction
  • Evidence of shareholder and director approval
  • Certificate issued by the Directors
  • Legal Opinion issued by the lawyers who practises the law of the place of incorporation of the applicant, etc.

Q: What happens after redomiciliation is approved? What if the company fails to deregister in its original jurisdiction?
A:
The company will receive a Certificate of Redomiciliation and Business Registration Certificate. It must then deregister in its original jurisdiction within 120 days and submit proof to the Companies Registry. The Registrar may issue a notice to revoke the redomiciliation registration if the company fails to comply within the specified timeframe.

See also:
Re-domiciliation to Hong Kong – Procedures and Key Points

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