Introduction
Hong Kong is one of the most business-friendly jurisdictions in the world. It allows 100% foreign ownership, low taxes, and a simple incorporation process. Although Hong Kong law doesn’t use the term “One Person Company” (OPC), it fully supports the formation of a Private Limited Company (Ltd.) with only one shareholder and one director.
This means an individual—whether based in Hong Kong or abroad—can own and control a Hong Kong company entirely by themselves. The structure functions similarly to a One Person Company in India or a Single-Member LLC in the U.S.
1. What Is a One Person Company in Hong Kong?
A One Person Company in the Hong Kong context refers to a Private Limited Company (Ltd.) that:
- Has one shareholder
- Has one director (can be the same person as the shareholder)
- Is a separate legal entity
- Provides limited liability protection
Under Hong Kong’s Companies Ordinance (Cap. 622), a private company must have at least:
- 1 director (individual, not a corporate body)
- 1 shareholder
- 1 company secretary
So yes—you can register and run a company on your own.
2. Benefits of a One Person Company in Hong Kong
✅ 2.1 Limited Liability Protection
You are not personally liable for the debts of the business beyond your investment. This protects your personal assets from legal claims or business losses.
✅ 2.2 100% Ownership
You retain full control and decision-making power. There’s no requirement for a local partner.
✅ 2.3 Corporate Identity
A company registered in Hong Kong gains professional credibility, making it easier to secure clients, open bank accounts, and sign contracts.
✅ 2.4 Low Tax Regime
Hong Kong offers:
- 8.25% tax on the first HKD 2 million in profits
- 16.5% on remaining profits
- No VAT, no capital gains tax, and no withholding tax
✅ 2.5 International Banking
Hong Kong companies can open multi-currency bank accounts, apply for credit cards, and access international markets easily.
✅ 2.6 Foreign-Friendly
You can own and operate a company in Hong Kong even if you:
- Are not a Hong Kong citizen
- Do not live in Hong Kong
3. Requirements to Set Up a One Person Company
Requirement | Details |
---|---|
Director | At least one (must be an individual, any nationality) |
Shareholder | At least one (can be the same as the director) |
Company Secretary | Required (must be a Hong Kong resident or corporate body with a HK address) |
Registered Address | Must be in Hong Kong (not a PO Box) |
Company Name | Must be unique; can be in English, Chinese, or both |
Share Capital | No minimum, but usually set to HKD 1,000 or more |
4. Step-by-Step Guide to Setting Up a One Person Company in Hong Kong
Step 1: Choose a Company Name
- Check name availability through the Companies Registry
- Can be English, Chinese, or bilingual
Step 2: Appoint Roles
- Director: You (the individual)
- Shareholder: You
- Company Secretary: Can be a professional service or individual in Hong Kong
Note: You cannot be both the sole director and company secretary. You will need someone else or a professional firm for the secretary role.
Step 3: Prepare Incorporation Documents
Required documents include:
- Articles of Association (use a standard template)
- NNC1 Incorporation Form
- Passport and address proof (if you’re a foreigner)
- Company secretary agreement (if outsourced)
Step 4: Submit Application
Register through the Hong Kong Companies Registry either:
- Online via e-Registry
- Offline by submitting hard copies
Step 5: Receive Incorporation Certificate
Approval typically takes 1-3 working days. You’ll receive:
- Certificate of Incorporation
- Business Registration Certificate
5. Post-Incorporation Requirements
After registering, you must:
✅ 5.1 Open a Corporate Bank Account
Options include:
- Traditional banks (HSBC, Hang Seng, Standard Chartered)
- Neobanks/FinTechs (Statrys, Airwallex)
Some banks may require a face-to-face meeting or video call.
✅ 5.2 Register for Taxes
All companies must:
- File annual Profits Tax Return
- Maintain proper accounting records
- Appoint an auditor (licensed in Hong Kong)
✅ 5.3 Maintain Annual Compliance
Each year, a company must:
- File Annual Return (NAR1 form)
- Hold Annual General Meeting (AGM)
- Renew the Business Registration Certificate
- Prepare audited financial statements
6. Taxation for One Person Companies
Hong Kong operates a territorial tax system, meaning:
- Only profits earned in Hong Kong are taxable
- Foreign-sourced income may be exempt
Corporate Tax Rates:
Profit Bracket | Tax Rate |
---|---|
First HKD 2 million | 8.25% |
Above HKD 2 million | 16.5% |
There is:
- No capital gains tax
- No dividend withholding tax
- No sales or VAT
Small businesses may qualify for the two-tier profits tax regime and other exemptions.
7. Comparison: Hong Kong OPC vs Other Structures
Feature | One Person Company | Sole Proprietorship | Partnership |
---|---|---|---|
Legal Entity | Separate | Not separate | Not separate |
Liability | Limited | Unlimited | Joint and several |
Ownership | 1 person | 1 person | 2+ people |
Tax | Corporate tax | Personal income tax | Personal income tax |
Image | High credibility | Less formal | Moderate credibility |
8. Using a Professional Company Formation Agent
For overseas entrepreneurs or first-time founders, using a licensed company secretary or formation agent is recommended. They typically offer:
- Company incorporation
- Secretary services
- Registered address
- Tax and audit filing
- Bank account support
Cost ranges: HKD 2,000 to 8,000 annually depending on services.
9. FAQs
Q1: Can a foreigner open a company in Hong Kong?
Yes. You do not need to live in Hong Kong. You just need a local company secretary and registered office.
Q2: Can I run the company completely alone?
Yes, but you must appoint a separate company secretary. You cannot be both the only director and secretary.
Q3: How long does incorporation take?
1–3 business days if all documents are in order.
Q4: Do I need to visit Hong Kong?
No, company formation and banking can often be done remotely. Some banks may require a video call or in-person visit depending on risk profile.
Conclusion
A One Person Company in Hong Kong (a private limited company owned and managed by a single individual) offers:
- Full legal protection
- International reputation
- Low taxation
- Simple setup
- 100% foreign ownership
Whether you’re a freelancer, global entrepreneur, or e-commerce seller, setting up your company in Hong Kong gives you a strategic foothold in Asia and access to global markets — all with minimal overhead and world-class legal infrastructure.
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