Setting up bank accounts for Hong Kong and Offshore companies

Due to anti – money laundering and anti – terrorism funding purposes, banks in Hong Kong have tightened their due diligence policy requirements for their clients, making the process of setting up bank accounts more difficult. We are glad to assure that our company secretary team has solid experience in setting up bank accounts for our clients. We understand the requirements of the banks and are able to provide professional analysis when solving account set up issues. Our services can primarily be classified into the following four points:

1. Provide consultation services, including assistance in liaising with the related banks to confirm the basic policy requirements of account set up.

2. Provide company secretary related documents for application uses

3. Help to make appointment reservations with the banks to set up your bank account, including document arrangement, question list provision, company finance analysis and other professional advices.

4. Attend the bank account set up appointment with you

Setting up companies in Mainland China

Provide services to set up companies in major cities such as Beijing, Shanghai, Guangzhou, Shenzhen and Chongqing. Maintenance services included.

Accounting and Taxation

Assist to prepare accounting statements and employee remuneration reporting for tax purposes. Represent your company to liaise with the tax department and etc.

Working Visa Application

Provide services to help your employees and managers who need to be stationed in Hong Kong to apply for the working visa.

Trust Services

Provide consultation and assist to set up trust projects.

If you have questions related to the above services or want to get more information and quotation, please contact:- 

The Companies Registry of Hong Kong Special Administrative Region released External Circular No. 1/2018 and No. 2/2018 on 25th January 2018 and announced that two new regulations, which are A New Licensing Regime for Trust or Company Service Providers and Keeping of Significant Controllers Registers by Companies will come into force on 1st March 2018.

I. A New Licensing Regime for Trust or Company Service Providers\

Under the new licensing regime, TCSPs are required to apply for a licence from the Registrar of Companies and satisfy a “fit-and-proper” test before they can provide trust or company services as a business in Hong Kong. TCSP licensees are also required to comply with the statutory customer due diligence and record-keeping requirements as set out in Schedule 2 to the Anti-Money Laundering and Counter-Terrorist Financing Ordinance, Cap. 615.

Any person who carries on a trust or company service business in Hong Kong without a licence commits an offence and is liable on conviction to a fine of up to HK$100,000 and imprisonment up to 6 months.

1. What is a trust or company service?

A trust or company service means the provision in Hong Kong by a person, by way of business, of one or more of the following service to other persons.

• Forming corporations or other legal persons;
• Acting as, or arranging for another person to act as a director / secretary of a corporation / partner of a partnership or in a similar position in relation to other legal persons;
• Providing a registered office, business address, correspondence or administrative address;
• Acting as, or arranging for another person to act as
  
  • a trustee of an express trust; or
  • a nominee shareholder for a person other than a corporation whose securities are listed on a recognized stock market.

2. What kinds of Persons can be exempted from the licensing requirements?

• An authorized institution (as defined in the Banking Ordinance (Cap. 155))
• A licensed corporation (as defined in the Securities and Futures Ordinance (Cap. 571))
• An accounting professional (i.e. a Certified Public Accountant (“CPA”), a CPA (practising), a corporate practice of CPAs or a firm of CPAs (practising) as defined / registered under the Professional Accountants Ordinance (Cap. 50))
• A legal professional (i.e. a solicitor or a foreign lawyer as defined in the Legal Practitioners Ordinance (Cap. 159))

3. What are the major groups related?

Based on the explanation of a trust or company service, this new licensing regime will mainly have impact on the corporate service provider, such as secretary companies, persons or entities acting as nominee directors, shareholders, partners or express trusts, etc.

II. Commencement of Operation of the Companies (Amendment) Ordinance 2018 Keeping of Significant Controllers Registers by Companies

The Amendment Ordinance introduces new requirements on the keeping of significant controllers registers by companies incorporated in Hong Kong to enhance the transparency of corporate beneficial ownership.

1. How should Hong Kong companies comply with the new requirements?

• a company incorporated in Hong Kong to obtain and maintain up-to-date beneficial ownership information, by way of keeping a Significant Controllers Register (“SCR”), for inspection by law enforcement officers upon demand.
• The SCR should contain required particulars of its significant controllers. The SCR should be kept at the company’s registered office or a prescribed place in Hong Kong.
• The company will have to designate a representative to serve as a contact point for providing information about the SCR and related assistance to law enforcement officers.
• If a company fails to comply with the requirement of keeping a SCR, the company, and each of its responsible persons, will be liable on conviction to a fine up to $25,000 and a daily fine of $700.
• Filing Form NR2 “Notice of Location of Registers and Company Records” for reporting the location of the SCR. (No need to file one if the SCR maintain in the company’s registered office address and if the company has already filed one but no changes subsequently.)

2. What are the conditions for significant control over a company?

A person has significant control over a company if one or more of the following 5 conditions are met:

• The person holds, directly or indirectly, more than 25% of the issued shares in the company or, if the company does not have a share capital, the person holds, directly or indirectly, a right to share in more than 25% of the capital or profits of the company;
• The person holds, directly or indirectly, more than 25% of the voting rights of the company;
• The person holds, directly or indirectly, the right to appoint or remove a majority of the board of directors of the company;
• The person has the right to exercise, or actually exercises, significant influence or control over the company;
• The person has the right to exercise, or actually exercises, significant influence or control over the activities of a trust or a firm that is not a legal person, but whose trustees or members satisfy any of the first four conditions (in their capacity as such) in relation to the company.

3. What kinds of Companies can be exempted from the requirement?

Companies which have their shares listed on the Stock Exchange of Hong Kong are exempted from the requirement.

* For more details, please visit Hong Kong Companies Registry Website: www.cr.gov.hk.

The above two regulations are the efforts made by Hong Kong government to enhance the statutory customer due diligence and transparency of corporate beneficial ownership in order to fulfil its international responsibility. Our company provides license application service and significant controllers registers preparation and filing service to assist individuals involved and companies incorporated in Hong Kong to comply these provisions. Please feel free to contact us if such services are needed.

Infiniti Pacific Properties Limited  is an international real-estate service provider. We provide a full range of real estate services, spanning from corporate occupier services to strategic consultancy, project appraisal, valuation, feasibility studies and market research, property management, facilities and asset management and transactional services. Following are some of our promoting projects.

BMI Professional Training Centre Limited strives to provide professional, high quality and reliable training courses. Apart from regular courses with fixed schedule and content, we also tailor-made corporate training courses that fulfill unique demands of corporate clients.

Our popular tailor-made directors' training courses covers a comprehensive range of topics related to listing rules, including director responsibility, code on corporate governance, responsibilities of the Board of listed companies and overview of Hong Kong Listing Rules etc. Our courses are recognized by HKEX.

Interested parties or organizations may visit our website: http://www.bmiptc.com

Or contact Ms. Chan at (852) 3970 9230 / schan@bmintelligence.com

BMI Professional Training Centre is pleased to offer the rental of conference room at a convenience location in Wan Chai. it is suitable for organizing events, such as seminars workshops, training, press conferences.