HK Co. Essentials - Change of Company Name
It is very important for the company having a good name. A good name can bring a broad development path to the company. In end of 2016, we shared a blog post on how to come up with a good business name (link here). Just in case you hare a brilliant company name that suits your business so well, and would like to change your company name, this article will share you how to do that.
Availability of proposed company name
Prior to proceed name change, we need to check whether the name can be registered. For private limited company in Hong Kong, the company must end with “Limited” in full for English name, and “有限公司” for Chinese name. This is legal requirement to allow public to easily identify that this is a limited liability company, not a sole proprietorship (unlimited company).
Another thing is that you need to ensure within the company name, there is no restricted words, offensive words, or miss leading words that will contrary to the public interest. For example, you cannot register a company with the name “The Hong Kong Registrar Company Limited”, where “The” together with “Registrar” will create a misleading information to the public that this is the unique government authority in Hong Kong to perform the Hong Kong company registration.
We would like to share above with you is because when you input these kind of company names search in the government name search system, it will not show you that this is prohibited, but only showing you that “NO MATCHING RECORD FOUND FOR THE SEARCH INFORMATION INPUT!”, which might give an impression that this company name is currently available to register. So, it is necessary to seek advice from your agent on the suggested company name.
Launch your company name change request
To proceed with, of course you should share your preferred company name to your agent for a company name search, and allow them to feedback to you whether the company name is good to go.
Then, below documents should be prepared:-
Special resolution – mandatory internal record to be signed by all the shareholders, where for special resolution, it means over 3/4 of the shareholders agree with the change name proposal;
NSC2 – mandatory form to submit to the Companies Registry;
Directors’ resolution – mandatory internal record to be signed by all the directors, usually also to instruct the agent to order the new company chops and seal for the company;
All the Registers and Significant Controllers Register should be updated with the new company name as well;
Under normal circumstance, it takes around 5-7 working days for the Companies Registry to issue the Certificate of Change of Name for your collection, then, another 3 working days for Inland Revenue Department to issue and mail the new Business Registration Certificate to your registered office address.
Of course, there are plenty other administration work to follow up, for example to inform other government authorities about the change of company, such as Intellectual Property Department, Hong Kong Customs and Excise Department. Also, banks, your suppliers, customers, especially your company website that might needs to re-direct to a new address as well. Therefore, any other additional documents that you need during the process, you might check with your agent whether other support is available.
Any additional information you would like to know, please feel free to drop us an email:- firstname.lastname@example.org. In addition, we dig out below materials in case you need a little more insights.
Further reading is available:- FAQ – Change of Company Name
FAQ – Company Name
Guideline on Registration of Company Names for Hong Kong Companies
Information pamphlet on Change of Name of a Local Limited Company
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