Hong Kong opens a re-domiciliation regime for overseas companies
From 23 May 2025 companies incorporated outside Hong Kong can re-domicile to Hong Kong and keep their legal identity, under the Companies (Amendment) (No. 2) Ordinance 2025. Applicants must meet solvency, integrity and creditor-protection conditions, and approve the move by a 75% majority. They must then deregister in their original place of incorporation within 120 days.
Hong Kong's Legislative Council passed the Companies (Amendment) (No. 2) Bill 2024 on 14 May 2025. The re-domiciliation regime it creates came into operation on 23 May 2025, and the Companies Registry began accepting applications that day.
What changed
- A company incorporated outside Hong Kong can apply to re-domicile and be registered as a Hong Kong company. It keeps its legal identity, property, rights, obligations and contracts, and continues any legal proceedings.
- Once re-domiciled, it is generally treated as a Hong Kong-incorporated company and must comply with the Companies Ordinance (Cap. 622).
- Applicants must meet requirements on company background, integrity, member and creditor protection and solvency. The move must be approved under the original jurisdiction's law and the company's constitution, by a majority of at least 75%, and creditors must be notified.
- The company must deregister in its original place of incorporation and file evidence within 120 days of re-domiciliation, or its registration is revoked. The Registrar can extend the period.
- The application fee is HK$6,050 for an electronic filing, plus business registration fees.
- To avoid double taxation, the Government will give unilateral tax credits where profits are taxed in Hong Kong.
Who is affected
Groups with companies incorporated offshore (for example in the Cayman Islands or the BVI) that want a Hong Kong domicile, and their company secretaries.