How to Change Your Company Name in Hong Kong

As your company grows and evolves, there may come a time when you need to change its name or update its information, such as its registered office address, company director or secretary. Fortunately, making these changes in Hong Kong is relatively easy. In this guide, we’ll provide you with all the information you need to file these changes with the Companies Registry. How to Change Company Name

If you want to change your company name, here are the steps you’ll need to follow:

1. Pick a new company name that meets the following guidelines:
   ● English company names must end with the word “Limited” and Chinese company names must end with the characters “有限公司”.
   ● Chinese company names should contain traditional Chinese characters (繁體字) that can be found in the Kang Xi Dictionary (康熙字典) or Ci Hai Dictionary (辭海) AND also in the ISO 10646 international coding standard. Simplified Chinese characters are not accepted.
2. Pass a special resolution on the new company name, which is a document signed by at least 75% of shareholders who agree to the proposed change in name.
3. Fill out Form NNC2 “Notice of Change of Company Name” within 15 days of passing the special resolution. You can file this form online or submit a hard copy to the Companies Registry office in person or via post. The filing fee is HK$295.
4. Wait for the Companies Registry to process your request. If it is approved, they will issue you a Certificate of Change of Name. If your request is rejected, note that you will not receive a refund of the filing fee.

How to Change Company Address

If you have moved to a different office address, you’ll need to promptly update your registered address with the Companies Registry. Here’s what you need to do:

1. Fill up Form NR1 “Notice of Change of Address of Registered Office” and submit it in person or via post to the Companies Registry within 15 days of change.
2. The filing is free of charge, but the maximum penalty for late filing is HK$50,000 together with a daily default fine of HK$1,000.

How to Change Company Secretary and Company Director

If there are changes in company directors or secretary, you must file these changes with the Companies Registry using the correct form. Here are the forms available:

● Form ND2A Notice of Change of Company Secretary and Director (Appointment/Cessation)
● Form ND4 Notice of Resignation of Company Secretary and Director
● Form ND5 Notice of Change of Reserve Director (Nomination/Cessation)
● Form ND8 Notice of Resignation of Reserve Director

Here’s what you need to do:

1. Submit the correct form in person or via post to the Companies Registry within 15 days of change.
2. The filing is free of charge, but if you exceed the deadline, the maximum penalty is HK$25,000 for each late filing breach together with a daily default fine of HK$700. Note that you should use the resignation form only if you are the company director or secretary who is leaving the company and you have reasons to believe that the company will not be filing a cessation notice on your behalf.

How to Update Changes in Company Directors’ and Company Secretary’s Particulars

As a company director or secretary, you must inform the Companies Registry if there are changes to any of your following particulars:

● Name
● Alias
● (For company secretaries) Correspondence address, must be a Hong Kong address
● (For company directors) Residential address, can be a non-Hong Kong address
● E-mail address
● Hong Kong identity card number
● Passport number

Here’s what you need to do:

1. Fill up the Form ND2B Notice of Change in Particulars of Company Secretary and Director or the Form ND7 Notice of Change in Particulars of Reserve Director if you are the reserve director.
2. Submit the form in person or via post to the Companies Registry within 15 days of change.
3. The filing is free of charge, but note that the penalty for late filing can go up to HK$25,000 for each breach together with a daily default fine of HK$700.

Key Takeaways on Changing Company Name and Updating Information

● Changing your company name costs HK$295 and can be done either online or in hard copy.
● Updating your company’s registered office address is free of charge and can be done via hard copy only.
● Nominating and ceasing the appointment of a company director or secretary are free of charge and can be done via hard copy only.
● Updating the particulars of a company director or secretary is free of charge and can be done via hard copy only.
● The filing deadline for all changes is within 15 days of the effective date of change.

Conclusion

Making changes to your company’s name or information may seem daunting, but it’s actually a straightforward process in Hong Kong. By following the steps outlined in this guide, you can ensure that your company’s records are up-to-date and accurate, allowing you to focus on growing your business.