Hong Kong Company Maintenance and Compliance Guide (9) – Application and Renewal of Business Registration Certificate

General Information

Under the provisions of the Hong Kong Business Registration Ordinance, every person carrying on any business* must register his business within one month of the commencement of the business. Failure to do so may result in a fine and imprisonment.

“Business” means any form of trade, commerce, craftsmanship, profession, calling or other activity carried on for the purpose of gain and also means a club.

Application for Business Registration

Business carried on by an individual or a partnership

A new business carried on by an individual or a partnership must be registered with Business Registration Office within 1 month of its commencement. If a business is carried on by an individual, Form 1(a) should be completed. In the case of a partnership, Form 1(c) should be completed. These forms should be submitted together with photocopies of the Hong Kong identity cards or passports of the proprietor or all the partners.

If the sole proprietor (or all the partners in the case of a partnership) is not a Hong Kong resident, he (they) must appoint an agent who resides in Hong Kong to act on his (their) behalf for the purposes of business registration. An appointment letter for the agent and a copy of the agent’s Hong Kong Identity Card must be submitted together with the business registration application form. In the appointment letter, which should be signed by both the principal and the agent, full particulars of the agent must be stated including his name, Hong Kong identity card number and residential address must be stated.

Business carried on by a limited company

All limited companies must first be registered with the Hong Kong Companies Registry located at Queensway Government Offices. Applications for business registration should be made within 1 month of the date of incorporation or registration with the Companies Registry. Form 1(b) should be submitted with a photocopy of the Certificate of Incorporation or Certificate of Registration of the Overseas Company issued by the Companies Registry.

An overseas company that commences to carry on business in Hong Kong before the procedure for registration with the Companies Registry (as a Non-Hong Kong Company) has been finalized may still apply for business registration within one month of such commencement of business. For these cases, Form 1(b) should be submitted together with a copy of the Overseas Certificate of Incorporation (or its equivalent) and a certified copy of an English or Chinese translation if the original is not in English or Chinese.

For opening a branch

A branch business must be registered with the Business Registration Office within one month of its commencement. In this case, Form 1(d) should be completed.

For recommencement of a business

To recommence a sole proprietorship or partnership business which has ceased previously, one must make a new application for business registration within one month of the recommencement.

Validity and Renewal of Business Registration Certificate

Validity of a BRC

Business Registration Certificates are normally valid for 1 year, but business operators may select for issue of certificates that are valid for three years instead of one. Once it is made, a selection will remain valid until such time as it is revoked in writing. For businesses with one or more branches, the selection will also be applicable to both the main business and all the branches, old and new.

For a new business, selection should be made in the application form for registration. As for a business already on the register, selection should be made in the form of a written notice to the Commissioner or by completing a form IRBR84. In order that the next renewal certificate can be issued on a 3-year basis, the selection must be made at least one month before the current certificate of the business expires.

Renewal of Business Registration

For registered business, a business registration renewal demand note will be sent by the Business Registration Office approximately 1 month before the current Business Registration Certificate expires. Upon payment, the demand note will become a valid Business Registration Certificate. If you do not receive such a demand note, you should inform the Commissioner in writing within 1 month of the expiry of your current Business Registration Certificate.

If you wish to renew your business registration in person, you should approach the Business Registration Office. You should take with you your old Business Registration Certificate and request a duplicate demand note be issued. If your business address has changed but the Business Registration Office has not been advised, you should also inform the Commissioner of your new address (see below for more details).

If you are renewing your business registration by mail, you should send a photocopy of your old business registration certificate with a crossed cheque made payable to “The Government of the Hong Kong Special Administrative Region” to the Business Registration Office. A receipted duplicate Business Registration Certificate will be mailed to your business address soon afterwards. Again, if your business address has changed and the Commissioner has not been notified, you should also attach an advice of the new address.