Since 23 May 2025, a company incorporated outside Hong Kong can apply to re-domicile to Hong Kong, becoming a Hong Kong company without being wound up and re-incorporated. The company keeps its legal identity: its assets, liabilities, contracts and rights continue. The regime is useful for groups that want to bring offshore holding companies or family vehicles to Hong Kong.
After registration in Hong Kong, the company must deregister in its original jurisdiction and provide proof to the Companies Registry within 120 days.
At a glance
- Available since
- 23 May 2025
- Identity
- Same legal person; assets and contracts continue
- Track record
- At least one completed financial year
- After registration
- Deregister overseas and file proof within 120 days
Key requirements
| Requirement | In brief |
|---|---|
| Type of company | Comparable to a Hong Kong company limited by shares, or unlimited with share capital |
| Original jurisdiction | Its law must allow outbound re-domiciliation |
| Track record | Has completed at least one financial year since incorporation |
| Solvency | Able to pay its debts as they fall due within the next 12 months; not in liquidation |
| Good faith | Application not intended to defraud creditors |
| Member approval | Approved by members as required (at least 75% where the original law does not set a requirement) |
| Supporting documents | Including a legal opinion and director's certificate dated within the prescribed period before application |
Process
| Step | What happens |
|---|---|
| 1. Feasibility | Confirm eligibility, tax and regulatory consequences in both jurisdictions |
| 2. Approvals | Members' approval and any creditor or regulator consents |
| 3. Application | File the re-domiciliation application with supporting documents and the government fee |
| 4. Certificate | Certificate of re-domiciliation issued; the company becomes a Hong Kong company |
| 5. Deregistration | Deregister in the original jurisdiction; file proof within 120 days |
| 6. Ongoing | Comply with Hong Kong company, tax and Significant Controllers Register requirements |
Tax considerations
- A re-domiciled company may become a Hong Kong tax resident and seek treaty benefits, subject to substance.
- Profits earned before re-domiciliation may still be relevant under Hong Kong's territorial rules.
- The original jurisdiction may treat departure as a taxable event; check its rules.
- Groups should consider FSIE, global minimum tax and the tax rules of parent jurisdictions.
Questions we are often asked
Does the company get a new name or number?
It is registered in Hong Kong as a Hong Kong company and receives a Hong Kong registration, while keeping its legal identity. Its name must comply with Hong Kong naming rules.
Do contracts need to be re-signed?
Generally no. Contracts, assets and liabilities continue because the company remains the same legal person. Counterparties and banks should still be informed.
Can any offshore company re-domicile?
Only if it meets the eligibility requirements and the law of its current jurisdiction allows it to leave. Some jurisdictions do not permit outbound re-domiciliation.
- Feasibility review with your lawyers and tax advisers.
- Preparing the Hong Kong application and post-registration compliance.
- Company secretary, registered office and Significant Controllers Register in Hong Kong.
- MAP Asia Pacific advises on cross-border restructuring and group structure.
In summary
- Available since 23 May 2025.
- Keeps the company's identity, assets and contracts.
- Deregister in the original jurisdiction within 120 days.
Official references
- Companies (Amendment) (No. 2) Ordinance 2025: company re-domiciliation regime
- Companies Registry: re-domiciliation guidance and fees, www.cr.gov.hk