Local Company vs Non-Hong Kong Company Registration
A foreign company operating in Hong Kong can either incorporate a new local subsidiary or register its existing overseas entity as a Non-Hong Kong Company under Part 16 of the Companies Ordinance. Here's how the two structures actually differ.
Businesses expanding into Hong Kong from overseas have two structurally different registration paths, and the Companies Registry tracks them as separate categories — this directory currently indexes the local company register.
Option 1: Incorporate a local private company
A new, independently incorporated Hong Kong entity — typically a subsidiary of the overseas parent. It must have at least one natural-person director and a company secretary, and a sole director cannot also serve as secretary.1 If the secretary is an individual, they must ordinarily reside in Hong Kong; if a body corporate, its registered office or place of business must be in Hong Kong.1 A local company has its own legal personality, its own BRN, and its own filing obligations — see our incorporation guide.
Local companies must also identify and maintain a Significant Controllers Register — a requirement that doesn't apply to the alternative structure below.1
Option 2: Register as a Non-Hong Kong Company
If an overseas company wants to establish a place of business in Hong Kong without creating a separate legal entity, it registers under Part 16 of the Companies Ordinance as a Non-Hong Kong Company, within one month of establishing that place of business.2 This is closer to what most people mean by a "branch office" — the Hong Kong operation isn't a separate legal entity; the overseas parent generally bears responsibility for its liabilities and obligations.2
The standard filing package includes Form NN1, the company's constitutional documents, a certified copy of the overseas certificate of incorporation (or equivalent), the latest published accounts where applicable, and Form IRBR2 for business registration.2 A registered Non-Hong Kong Company must also appoint an authorized representative in Hong Kong.2
Unlike a local company, a registered Non-Hong Kong Company is not required to keep a Significant Controllers Register.2
Which one fits
| Local company | Non-Hong Kong company | |
|---|---|---|
| Legal personality | New, separate from parent | Same as overseas parent |
| Liability | Ring-fenced (subject to guarantees) | Extends to parent |
| Significant Controllers Register | Required | Not required2 |
| Typical use | Standalone HK operating business | Branch/representative presence under the existing name |
| Filing basis | Companies Registry, local register | Companies Registry, Part 16 non-HK register (Form NN1) |
Which is actually more common
Most businesses choosing to actively trade, hire staff, and hold contracts under a Hong Kong name incorporate locally — which is also why the vast majority of records in company directories, including this one, are local companies rather than registered Non-Hong Kong companies. If an overseas group wants to keep operating strictly under its existing corporate name and accept that liability flows back to the parent, Part 16 registration is the more direct route; if it wants a ring-fenced, independently governed Hong Kong entity, local incorporation is the standard choice.
Citations
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Companies Registry — FAQ: Documents relating to Directors / Company Secretary, accessed 2026-09-07
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Companies Ordinance (Cap. 622), Part 16 — Non-Hong Kong Companies, accessed 2026-09-07