An RO may conduct market research, promote the brand, and act as a liaison. It cannot trade, issue invoices, or enter commercial sales contracts that earn revenue.
An RO is not registered with the Companies Registry and has no share capital. It must obtain a Business Registration Certificate (BRC) from the Inland Revenue Department (IRD).
Only non-Hong Kong companies can set up an RO in Hong Kong.
Register by filing Form 1(b) (body corporate) with supporting company documents.
A Hong Kong Representative Office (RO) is an extension of a foreign (non-Hong Kong) company used to test the market, build relationships, and promote the brand.
It has no separate legal personality, does not register with the Companies Registry, and cannot carry on profit-making activities in Hong Kong.
Also, it must obtain a Business Registration Certificate (BRC) from the IRD.
Permitted Activities
- Hiring local staff, leasing office space, and arranging utilities
- Market research, brand and product promotion
- Liaison and coordination on behalf of the parent company
Prohibited Activities
- Trading or providing fee-earning services in Hong Kong
- Issuing sales invoices in Hong Kong
- Entering commercial sales contracts intended to earn local revenue
An RO can still incur routine liabilities (e.g., rent, payroll) for its operations. These obligations sit with the parent company.
Who Can Register a Hong Kong Representative Office?
Who Is Eligible?
Only companies incorporated outside Hong Kong can register a Hong Kong Representative Office.
A Hong Kong-incorporated company cannot set up an RO.
What Name Can You Use?
In most cases, the Representative Office will use the same name as its foreign parent company.
If that name conflicts with an existing Hong Kong entity or creates branding issues, it’s usually better to incorporate a Hong Kong subsidiary with a different name (rather than trying to rename an RO).
Benefits and Limits of a Hong Kong Representative Office
Benefits
- Fast and low-cost to set up (BRC only; no share capital required)
- Lighter compliance and reporting compared to a Hong Kong company or branch
- Practical first step to test the Hong Kong market, research demand, and build brand presence before committing capital
Limits
- No Hong Kong revenue may be generated or booked
- Limited legal standing (not a separate legal entity from the parent company)
- Cannot be “converted” into a company or branch, you must close the RO and then set up a Hong Kong subsidiary or branch to start trading
- The parent company remains liable for operating obligations
How to Register a Hong Kong Representative Office With the IRD
Deadline
Apply for your Business Registration Certificate (BRC) within one month of starting RO activities in Hong Kong.
Where to File
Submit the application to the Inland Revenue Department (IRD) Business Registration Office:
- At the counter
- By post
Form and Required Documents
You will generally need:
- Form 1(b) (application by a body corporate)
- Certified copy of the parent company’s Certificate of Incorporation
- Certified English or Chinese translation if the original is in another language
- Hong Kong business address and chief officer/manager details
- Any additional proofs the IRD may request based on your case
Fees and Processing Time
- BRC fee: HKD 2,200 (1-year) or HKD 5,720 (3-year)
- Counter applications: same-day issuance is often possible if lodged before the daily cut-off
- By post: usually processed within 2 working days upon receipt of complete documents
- Renewals via e-services: online BRC renewals are usually available to view/download on the next calendar day after payment
Air Corporate can prepare your Form 1(b) pack (including certified translations) and lodge it with the IRD to target same-day BRC issuance at the counter where feasible.
Ongoing Compliance for a Hong Kong Representative Office
1. Business Registration Certificate
- Display a valid BRC prominently at your Hong Kong place of business.
- Renew your 1-year or 3-year BRC before the expiry date to avoid penalties.
2. Notify the IRD of Changes
Inform the Inland Revenue Department (IRD) within one month of any change, including:
- Business address
- Business nature
- Presentation of the English/Chinese business name
3. Employer Obligations (If You Hire Staff)
If the RO employs staff in Hong Kong, the parent company must:
- File Employer’s Returns (BIR56A/IR56B)
- Maintain proper payroll and employment records
- Enrol eligible staff and make Mandatory Provident Fund (MPF) contributions where required
4. Profits Tax Filings
- The IRD may still issue a Profits Tax Return to the RO.
- Many ROs submit a NIL return if activities are limited to liaison, marketing, and promotion with no Hong Kong–sourced profits.
- If the RO will continue to have no assessable profits, you may apply in writing to the IRD for a waiver of future Profits Tax Returns (subject to periodic review).
Air Corporate can put your BRC renewals, BIR56A/IR56B, and MPF deadlines on a compliance calendar and handle the filings and renewals for your Hong Kong Representative Office.
Can a Hong Kong Representative Office Open a Bank Account?
A Hong Kong Representative Office (RO) can open a bank account in Hong Kong. Banks usually ask for:
- A valid Business Registration Certificate (BRC)
- Incorporation documents of the parent company
- KYC information on controllers, directors, and authorised signatories
- A simple business profile explaining the RO’s activities
Requirements vary by bank and are subject to AML/CFT checks, due diligence, and often an interview or video call.
Air Corporate can help you prepare a bank-ready KYC pack and shortlist Hong Kong banks that are more likely to accept RO accounts.
RO vs Branch vs Subsidiary in Hong Kong
| Feature | Representative Office (RO) | Branch of a Foreign Company | Hong Kong Subsidiary |
|---|---|---|---|
| Legal Entity in Hong Kong | No (just an extension of the parent) | No (part of the foreign parent) | Yes (separate Hong Kong company) |
| Registration | IRD only (BRC) | Companies Registry + IRD | Companies Registry + IRD |
| Can Earn Revenue in HK | No | Yes | Yes |
| Name | Usually the same as the parent | Same as parent | Flexible (can choose a different name) |
| Best For | Market testing, research, promotion | Trading as a foreign company in HK | Full Hong Kong presence and long-term growth |
Step-By-Step Recap: How to Set Up a Hong Kong Representative Office
- Confirm you are a non-Hong Kong company and that your Hong Kong activities will be non-profit-making (research, marketing, liaison only).
- Prepare Form 1(b) and a certified copy of the parent company’s Certificate of Incorporation (plus certified translation if not in English/Chinese).
- File the application with the IRD Business Registration Office within one month of starting activities and pay the Business Registration Certificate (BRC) fee.
- Display the BRC at your Hong Kong place of business and renew it before expiry.
- If you hire staff, file Employer’s Returns (BIR56A/IR56B) and handle MPF enrolment and contributions where applicable.
- For Profits Tax, file a NIL Profits Tax Return if appropriate or apply in writing for a waiver of future returns where the RO will continue to have no assessable profits.
Need help? Air Corporate prepares Form 1(b), obtains your BRC, handles BIR56A/IR56B and MPF, and can set up a branch or subsidiary when you scale.
FAQs
Apply to the Inland Revenue Department (IRD) for a Business Registration Certificate (BRC) using Form 1(b) (body corporate). An RO does not register with the Companies Registry and must not engage in profit-making activities.
File Form 1(b) with the IRD within one month of commencing activities, providing the foreign parent’s incorporation certificate (with translation if needed) and the Hong Kong business address. No Companies Registry filing is needed for a Representative Office.
An RO needs a Hong Kong business address and must display its Business Registration Certificate there. The registered office requirement in Cap. 622 s.658 applies to companies, not ROs.
The Significant Controllers Register (SCR) is required for local Hong Kong companies (non-listed). It does not apply to registered non-Hong Kong companies, and ROs are outside the Companies Registry regime.
