Saturday 23 March 2019

Establishing a Shareholding Company in China


The establishment of a Foreign Invested Company Limited by Shares (also known as a "joint stock company") was designed to accommodate investors seeking to issue shares to the public or to list on the Shanghai, Shenzhen or foreign stock exchanges (under Chinese foreign investment law nomenclature, the Hong Kong Stock Exchange qualifies as a "foreign" stock exchange). 

Consequently, the establishment of FICLS is subject to stricter conditions than the establishment of Equity Joint Ventures, Cooperative Joint Ventures, and Wholly Foreign Owned Enterprises - so far, applications for the establishment of FICLS have been denied more often than not. Although an FICLS may be set up directly, a Joint Venture is eligible to convert to an FICLS after three profitable years if it meets the conditions set forth below.

The Registered Capital of an FICLS must be no less than 5 million RMB (about US$ 625,000). There be at least 5 shareholders, and 25% of foreign shareholding is required. Like the Equity Joint Venture, profits and liquidated net assets must be distributed in proportion to shareholding.


Promoters

At least two promoters are required to form an FICLS, and more then half of them must reside in China. Further, a promoter's shares in an FICLS are subject to a 3-year lock-up (they cannot be transferred within 3 years of the date of establishment of the company). Share buy-backs are not permitted except under limited circumstances. The promoters' share capital must be at
least 35% of total share capital if shares are offered to the public.

Shares

All shares may be paid for in cash or property, in a lump sum or installment payments. The initial installment payment must be at least 20% of the total share capital, and promoters must pay in full within 2 years after the date that the Business License is issued. Stricter requirements may be set out in the Articles of Association if so desired.

Corporate Governance

Management must be in proportion to shareholding. An FICLS must appoint at least 3 members to a supervisory board, which is responsible for supervising the performance and regulatory compliance of directors and senior executives, and monitoring the company's financial affairs. This requirement is more strictly enforced than is the case with Joint Ventures and Wholly Foreign Owned Enterprises.

An FICLS must appoint between 5 and 19 directors. Board meetings are required biannually with at least 10 days notice. 50% of the directors constitutes a quorum. A special meeting may be forced by one-third of the directors or supervisors, or shareholders holding 10% or more of the share capital.
Significantly for minority shareholders, all board decisions must be passed by majority vote or (in the case of important decisions such as termination, increase or decrease of Registered Capital, etc.) by a two-thirds majority vote - unanimous approval cannot be required. Thus a 25% foreign
a shareholder would have no veto power over any board decisions.

Friday 15 March 2019

How to Set Up a Business in Hong Kong

The present financial crisis has struck most nations throughout the world to varying amounts. Some nations are on the road to healing, but other nations are taking a while. Hong Kong is among those nations that are recovering quicker than many others mainly as a result of rising support of China. The other elements which have helped its market to grow faster would be its political stability, appealing tax and business incentives, and its own completely free market atmosphere. It's standing as a desirable spot for offshore companies to prepare company has held its ground despite the current global economic recession.
Benefits of Preparing A Business In Hong Kong
1) Establishing Company is Easy: Hong Kong is among the most effective areas on the planet for integrating an offshore business mainly due to its completely free market and trade policies and its own absolutely free small business atmosphere. Moreover, since there are comparatively fewer constraints on investment, it's an investor-friendly business community. It's maintained this status for over a decade. Therefore, there's complete small business liberty for offshore entrepreneurs.
An offshore company may be launched in Hong Kong with hardly any price.
2) Availability of Licensed and Productive Workforce: The workforce is more efficient, productive, has great work ethics and a fantastic can-do mindset, and is proficient in English. Hong Kong also offers a liberal immigration policy, and also the official speech in the work area is English, which makes it an extremely desirable location to begin a small business. Starting a company is also with no hassles.
Nominee services are typically provided by specialist consulting businesses.
The process for establishing an Offshore Business in Hong Kong is easy, quick, and inexpensive since its free market offers low business costs and company taxation, strict privacy legislation, and an efficient workforce. Usually, it takes less than 4 times to prepare a business in Hong Kong, and should assistance from an expert consultancy company is accepted, the process is relatively easy.
Deciding the Sort of Business Be Formed

For incorporation of a business, it's essential to register it together with the Companies Registration under the Companies Ordinance. However, as an initial measure, the entrepreneur must decide the kind of business that he/she wants to form. Essentially, there are two different types of businesses: public and private. A private organization is generally formed for managing a small company, and its attributes are that there are limitations on the best way to transfer its shares; the range of members is limited to 50, that don't include workers and former employees; and the people can't subscribe to any of its shares or debentures. Personal businesses far outnumber the amount of people companies. Furthermore, most businesses are limited businesses, suggesting that the accountability of the shareholders is limited to their individual shareholdings. In the event of a fiscal crisis, where the business accrues high debts and obligations, the resources of this corporation may be utilized to pay back the creditors, however, the shareholders of this business wouldn't have to repay the balance if there are inadequate funds to repay all of the debts. A potential entrepreneur would have to determine the sort of business to integrate in consultation with an expert consultancy company.
The necessary services for preparing the business are verified from the corporate services company after it's accumulated the necessary diligence. The accounting, legal, and tax consequences of business incorporation are settled with this particular firm. Access to the company title is assessed. Afterward, the customer and the corporate services company finalize the best company arrangement for beginning the new firm. This arrangement involves the number of directors and investors. The consultancy company then provides the incorporation records for registering up for the customer. The customer signs the files and returns them to the corporate services company. The interaction with all the appropriate government bodies to the company incorporation is carried out by the expert consultancy company, resulting in the completion of the incorporation procedure.
When the provider is initiated, the entrepreneur will need to start a corporate bank account, get a trade and corporate finance and merchant account, and look for a suitable neighborhood office area or a digital office. It's not hard to start the multicurrency account of the maximum quality, together with Internet banking centers. Another essential adjuncts for beginning a company, like starting a business site, establishing a business logo and search engine marketing, are readily accomplished. Among the most significant benefits of operating a company from Hong Kong is that it's a simple corridor to China, that's the world's third biggest market.
Company Construction
The composition of this business must always have these components: one shareholder; a single manager of any type of home; a company secretary; a documented Hong Kong office speech; auditors out of a Hong Kong accountants firm; and a company registration certificate. It's possible for a single individual to function as a manager, shareholder, and secretary, however when there's just 1 manager, then he/she can't behave as secretary. There's not any minimum requirement for the sum of share capital.
It's advised to employ a fantastic company support supplier for opening a bank account and fulfilling all of the additional formalities, as they'd be conscious of whatever has to be carried out. It's well recognized by global banking associations that conducting business in Hong Kong is with no hassles and is simple with positive elements, like the simplicity of growing building licenses, investor protection, without any limitations on trading in global markets or paying taxation overseas. If the construction of the business is legal and appropriate, it may gain from authorized tax exemptions for gains made from across the boundaries.
The choice to prepare a company in Hong Kong should, nevertheless, be made only after taking into account all of the advantages and disadvantages of doing this with the company aims in mind. It would also be worth it to get a professional opinion by an offshore business expert who provides a third party standpoint and a very clear image of their prospects of company achievement.

Friday 8 March 2019

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Accounting

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Our seasoned practicing Hong Kong CPAs are committed to assisting our customers in pleasing the legal demands based on pertinent regulations. Our goals are to assist you efficiently take care of the challenges arousing from the examination of economic info as well as prospective threats in a procedure for your shareholders and also stakeholders as well as reproducing success to your organization. With accumulated understanding and also experience in a different type of industries, our professional focus on different target threat of each market, and also carefully manage other variables of the monetary record, in order to avoid risk.

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Establishing a Shareholding Company in China

The establishment of a Foreign Invested Company Limited by Shares (also known as a "joint stock company") was designed to accom...