Hong Kong’s new corporate re-domiciliation regime

Key features and rationale

The reform addresses a longstanding gap by eliminating the previously cumbersome process of incorporating new local entities and transferring assets. Companies can now simply transfer their legal domicile while preserving all aspects of corporate existence, including contracts, property rights, and corporate history. This positions Hong Kong alongside leading financial centres like Singapore and Delaware.

Eligibility requirements

Eligible companies must be incorporated in jurisdictions permitting outgoing migrations (such as the Cayman Islands, the British Virgin Islands, Bermuda, Delaware, and Singapore), and fall within four specific structures: private/public companies limited by shares, and private/public unlimited companies with share capital. 

Companies must have been incorporated for at least one full financial year, demonstrate lawful purposes, obtain requisite member consent (typically 75%), certify their ability to pay debts within twelve months, and not be in liquidation.

Process and timeline

The Companies Registry will process complete applications within approximately two weeks. Successful applicants receive a certificate of re-domiciliation and must complete deregistration in their original jurisdiction within 120 days. A dedicated section of the Registry website will provide application details from the launch date.

Legal continuity

The regime ensures comprehensive corporate continuity – companies remain the same legal entity with all contracts, proceedings, and property rights preserved. No stamp duty arises from re-domiciliation itself, though subsequent share transfers attract Hong Kong stamp duty.

Strategic implications          

This reform offers significant advantages for multinational corporations, investment funds, and special purpose vehicles seeking to align legal domicile with operational headquarters in Asia. The regime simplifies corporate governance while maintaining established reputations and contractual relationships.

Current limitations

The legislation establishes only inward re-domiciliation – Hong Kong companies cannot yet transfer their domicile to foreign jurisdictions. This reflects policy considerations about maintaining oversight while attracting foreign registrations.

This development significantly enhances Hong Kong's attractiveness as a corporate domicile in the competitive Asia-Pacific market.

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Harry has experience in Corporate & Commercial work, including cross-border transactions, Equity Capital Markets, Debt Capital Markets and drafting commercial contracts, loan agreements and shareholder agreements. He also has experience in Employment law related matters such as drafting employment contracts and policies, Data Privacy, Immigration, and assisting with investigations by the Labour Department and the Equal Opportunities Commission.