Mitsuba International - FAQs

1.	How long time to complete setting up a brand new local / offshore limited company?
2.	I would like to form a local / offshore company in Hong Kong, what do I need to submit to Mitsuba International?
3.	Must I need a Chinese name for my company in Hong Kong?
4.	Is there any difference about legal status between local company and offshore company in Hong Kong?
5.	What legal roles are required by a limited company?
6.	What is the minimum number of Directors, Shareholders, and Company Secretary of a limited company?
7.	Can a non-Hong Kong resident act as a company Director, Shareholder, or Company Secretary?
8.	I am not a Hong Kong resident, and I don't have a valid passport, can I be a company Director or Shareholder?
9.	Can a company be another company's Director or Shareholder?
10.	What is 'Authorized Capital' and 'Issued and Paid Capital'?
11.	If I delegate Mitsuba International to setup a company for me, can you briefly describe your role of Company Secretary?




1.	How long time to complete setting up a brand new local / offshore limited company?

A	It needs around 10 working days to complete the legal procedures for forming a brand new local / offshore limited company.
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2.	I would like to form a local / offshore company in Hong Kong, what do I need to submit to Mitsuba International?

A	Your desired Company Name (English), Your desired Company Name (Chinese - OPTIONAL), Director Name(s), Director(s) Residential Address, Shareholder Name(s) and his/her Shareholding %, Shareholder(s) Contact Address, Proposed business activity of your company (e.g. General Trading, Investment, and Import/Export, or else), Certified True Copy of Director's passport / Identity Document, AND Deposit payable to Mitsuba International (for quotation, please go to Info Center - Our Charges, or feel free to directly Contact Us for service packages discount).
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3.	Must I need a Chinese name for my company in Hong Kong?

A	Not necessary. The Hong Kong Company Ordinances states that a company must have its English company name, and the Chinese company name is optional.
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4.	Is there any difference about legal status between offshore company and local company in Hong Kong? Any restriction when foreigners are in Hong Kong?

A	Offshore company has as same legal status as local company in Hong Kong. There is no restriction for foreigners when they are in Hong Kong. Therefore, foreigners have also as same legal status as Hong Kong resident.
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5.	What legal roles are required by a limited company?

A	A limited company must have its legal role of Directors, Shareholders, and Company Secretary. Directors and Shareholders can be the same person / company. Whereas Company Secretary must be a Hong Kong resident with a valid Hong Kong I.D. Card or a HK body corporate having its registered office in Hong Kong.
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6.	What is the minimum number of Directors, Shareholders, and Company Secretary of a limited company?

A	Generally, a limited company requires at least 2 Directors, 2 Shareholders, and 1 Company Secretary. Start from 13/February/2004, only 1 Director limited company can be formed. This kind of Sole-Director Limited Company is specially suitable for those who would like to setup their offshore company in Hong Kong. Sole-Director Limited Company should also have 1 Shareholder and 1 Company Secretary.
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7.	Can a non-Hong Kong resident act as a company Director, Shareholder, or Company Secretary?

A	Yes. Should a person in age 18 or above, he / she is qualified to act as a company Director; and there is no special requirement or qualification for a person to be a Shareholder. Whereas Company Secretary must be a Hong Kong resident or a body corporate in Hong Kong. We are glad to act as your Company Secretary.
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8.	I am not a Hong Kong resident, and I don't have a valid passport, can I be a company Director and / or Shareholder?

A	Yes, you can. Should you have age 18 or above, you are qualified to act as a company Director and / or Shareholder. However, in case of opening a bank account in Hong Kong for your company, you must present your valid passport or any identity document for verification.
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9.	Can a company be another company's Director or Shareholder?

A	Yes. a company can also act as another company's directors or hold another company's shares to act as a Shareholder. Therefore, don't forget to write your Company Registry Number for your company when filling in legal forms.
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10.	What is 'Authorized Capital' and 'Issued and Paid Capital'?

A	'Authorized Capital' and 'Issued and Paid Capital' are stated in the Memorandum and Articles of Association (M & A). Authorized Capital is stated in details of number of shares divided and par value of each share. Besides, Issued and Paid Capital is paid by subscribers, and it is agreed and allotted to subscribers by the board of directors. Issued and Paid Capital cannot exceed Authorized Capital. If it is the case, a procedure of Capital Increase have to be followed, and legal forms have to be submitted. For an example about legal liability, if a limited company's Authorized Capital is HK$100,000 with HK$1 each share, and the Issued and Paid Capital is HK$2, Shareholders' liability is the sum of the par value of the shares - HK$2. Shareholders do not have liability to pay the remained HK$99,998 for un-subscribed shares.
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11.	If I delegate Mitsuba International to setup a company for me, can you briefly describe your role of Company Secretary?

A	According to the Hong Kong Company Ordinance, every limited in Hong Kong must have 1 Company Secretary. We are to act as your Company Secretary to arrange meetings, resolutions, Annual General Meetings (AGM), and Extraordinary General Meetings (EGM), draft minutes and resolutions, submit legal documents and necessary forms to the HK Government and legal departments, and ascertain the company is operating in compliance with the company law.