Every private limited company in Hong Kong MUST have a registered office in Hong Kong for government authority to get contact with, mainly for notice and correspondence, and some occasions, on-site inspection. This article is to share with you some commonly ignored but important matters in relation to change of registered office address and how we can do it right to avoid any adverse consequence, either this is really your physical office or just because you decided to change another agent to manage your company.
Scenarios and things that might overlooked
1. Change of company secretarial services provider
At time of changing company secretarial service provider, the new agent should cross-check you whether change of registered office address is required as well to avoid any missing correspondence, and delay in responding to government side resulting penalties.
Some clients might leave us because of cost reason, and we respect our clients’ decision, however, later-on, we received letter from IRD on penalty letter on later filing of PTR or ER; this is because the new agent did not / failed to report the change of address to business registration office.
Another case is that officer from Companies Registry (CR) visited our office for inspection of Significant Controllers Register (SCR) of a company that no longer under our administration resulting unnecessary penalty being imposed.Because since 1 March, 2018, this is mandatory to keep Significant Controllers Register (SCR) with designated representative, where although client has their own physical office as registered office address, the location of SCR was our office as we were the designated representative and the new agent was unaware, also missed to file the NR2 to change the location of records.
2. Change of physical office address
Take a look of this highlights of Prosecution Cases – Failing to display continuously the company name in legible characters at the Company’s registered office
Some of our clients have their own office and need us to arrange necessary filings and submission on changing of both registered officer address and business registration address only, we often take one step forward to remind client to put the Registered Company Name as a sign on door plate / floor directory to comply with the legal requirement; where your Brand Name is NOT the same as your registered company name which usually unable to display the word “Limited” in full to allow visitors / customers to aware of its limited liability status.
Preparation of mandatory documents
So, for companies under our administration, on change of registered office address, what kind of documents we will prepare?
Director’s resolution – mandatory internal record to be signed by all the directors;
NR1 – Change of Registered Office Address, mandatory return to be filed to Companies Registry;
IRC3111A – Notification of Change of Business Address, mandatory form to submit to Business Registration Office, so as to inform the Inland Revenue Department (IRD) (Tax Authority) about the change of address;
SCR – Significant Controllers Register, if application, where the location of SCR is at client’s office and need to change at the same time;
NR2 – Notice of Location of Registers and Company Records, where applicable, we will check company records to see if such was filed Companies Registry previously;
Bank forms – we will also remind client if they need to inform the bank about the change of address to ensure no bank statement / letter will be bounced back and resulting temporary suspension of bank operation;
POS 800 form – redirection of mail service at post office of Hong Kong, if application, where you can ensure your customers and important correspondences well received as usual;
Temporary notice to stick onto door of new office – just in case the new company door sign / directory is still pending to ready at its place;
We wish that this article can save you from some potential issue and can focus your energy in catching your business opportunities.
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.
Inland Revenue Department – Change of Business Address
FAQ – Companies Registry - One-stop Notification of Change of Company Particulars
Mail Redirection Service by Post Office of Hong Kong