HONG KONG – what you need to know about the new Company Re-Domiciliation Regime

In a strategic move to boost Hong Kong’s position as “a global business and financial hub”, the Hong Kong Government has introduced a new company re-domiciliation regime. Effective from May 23, 2025, this regime allows non-Hong Kong companies to re-domicile to Hong Kong while preserving their legal identities.

What are the benefits and objectives?

The new regime simplifies the process for foreign companies to relocate to Hong Kong.

Previously, companies had to wind up their original incorporation or undergo a court-sanctioned scheme of arrangement, which was often costly and long.

The new regime provides a streamlined pathway, ensuring business continuity and retaining the company’s legal identity.

How does it work?

This new regime allows non-Hong Kong companies to transfer their domicile to Hong Kong by registering under section 820C(1) of the Companies Ordinance.

Once re-domiciled, companies will be regarded as Hong Kong-incorporated entities and must comply with all relevant requirements under the Companies Ordinance.

The re-domiciliation does not create a new legal entity and does not affect the company’s property, rights, obligations, or liabilities.

What are the eligibility criteria?

To qualify for re-domiciliation, the company must be one of the following types or substantially the same as one of these types under the Hong Kong Companies Ordinance:

  1. A public/private company limited by shares;
  2. A public/private unlimited company with a share capital.

Additionally, companies must meet the following requirements:

  • The laws of the company’s place of incorporation must allow it to transfer its domicile to another jurisdiction.
  • If member consent is required for re-domiciliation, it must be obtained; otherwise, a members’ resolution passed by at least 75% of eligible members is needed.
  • The company must have passed its first financial year end since incorporation.
  • The re-domiciliation must be made in good faith and not intended to defraud creditors or for unlawful purposes.
  • The company must be able to pay its debts within 12 months of the application date and must not be in liquidation.

How to apply?

The application process for re-domiciliation involves submitting a specific re-domiciliation form, required documents, paying the application fees of HK$1,145 and an additional fee of HK$5,580 is payable upon successful application. The approval process typically takes two weeks after submitting all required documents.

While the process is designed to be straightforward, it does require careful preparation of several key documents and adherence to specific legal and financial criteria.

This is why companies considering re-domiciliation to Hong Kong should seek professional advice to understand the legal and tax implications and ensure a smooth process. Should you be interested in benefiting from this new regime, please contact us at contact@orbis-alliance.com.