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Establish Overseas Companies

Many companies now operate internationally, and establishing overseas companies helps them quickly develop local markets and enhance their international image. Some countries and regions have particularly lenient tax systems, such as exempting offshore income from taxation or tax declaration, attracting investors from around the world to establish offshore companies there. Furthermore, some offshore companies provide a high degree of confidentiality for shareholder information, shareholding ratios, and profit status, which is often not readily available through public searches.

Main uses of overseas companies: serving as holding companies; facilitating operations in local markets; tax planning; listing plans; protecting shareholder information; and holding real estate and property.

Singapore Company Setup Services:

  • Check whether the proposed company name is available.
  • If the company name is available, the client must pay the relevant fees in full and fax or email the completed form and required documents to us.
  • We prepare the relevant registration documents and customise the company seal and stamp.
  • After the company is established, shareholders and directors sign the prepared documents and can then open a bank account.

Important Considerations for Establishing a Singapore Limited Liability Company (PTE Ltd)

  • Registering a company in Singapore allows you to open a bank account remotely without travelling to Singapore.
  • Under the Singapore ACRA regulations, directors must be natural persons over 18 years old.
  • The board of directors may consist of one or more directors.
  • The board must include at least one local director: a Singapore Permanent Resident, Singapore Citizen, Singapore Entrepreneur Pass holder, or Self-Employment Pass holder.
  • Directors are responsible for managing the company and ensuring that its operations comply with Singaporean law.
  • A company secretary must be a Singapore citizen, permanent resident, or holder of a Singapore work visa, entry permit, or employment pass.
  • Company directors and/or shareholders cannot serve as the company secretary.
  • The company must have at least S$1 in share capital.
  • Singapore company share capital is subscribed capital, meaning the amount an investor is willing to contribute, rather than paid-in capital.
  • The registered address must be a physical address; a post office box cannot be used.
  • If a residential address is used as the registered office, prior approval from the HDB or URA is required.
  • The nature of business is described using classification codes rather than text descriptions.
  • Foreign investors may appoint us as their local nominee director and nominee company secretary to comply with Singapore regulations; actual business operations and company rights remain with the client.

China Limited Company Registration Services

NOTES & COINS Accounting can provide company registration services in Guangzhou, Shenzhen, Hengqin, Qianhai, and Macau.

Required registration materials

1. Company name, generally following the format: administrative region + trade name + industry + limited company.

2. Business scope; we can provide a reference scope.

3. Copies of the identity cards of the legal representative, shareholders, and supervisors.

4. Registered address; we can provide a business secretarial address.

5. Registered capital under the subscription system, with full payment within five years.

6. Articles of Association.

Important considerations

Prepare the proposed company name in advance for a name check. Under the new Company Law and implementation measures effective 1 July 2024, shareholders of newly established limited companies must fully pay subscribed capital within five years of establishment.

Samoa, BVI and Cayman Islands Registration Details:
BVI
Establish a Samoa Company

Samoan company advantages:
• Privacy protection without disclosure of shareholder and director identities
• No tax declaration or payment required
• Chinese or English company name permitted
• Company documents may be kept in any language
• Convenient and efficient company redomiciliation

Samoa company registration requirements:
• At least one shareholder and one director, who may be the same person
• A local individual or corporate agent; NOTES & COINS Accounting can provide this service
• Minimum registered capital of one share at US$1

Required materials and timeframe
• Chinese and English company names
• Original identity cards or passports of directors and founders, or certified copies
• Original proof of the director’s address for the most recent three months, or certified copies
• A new company takes approximately 15 business days after documents are collected and due diligence is passed
• Purchasing an existing shell company takes approximately 3 business days after documents are collected and due diligence is passed

Establishing a BVI company is a preferred choice for an offshore company. BVI stands for British Virgin Islands, one of the world’s fastest-growing offshore investment centres. Many listed companies in Hong Kong use BVI companies as holding companies. A key advantage is the high level of privacy: director and shareholder information is not publicly available.

Requirements for establishing a BVI company
• Registered capital of $50,000
• At least one director and shareholder, who may be the same person
• Completed application form
• Identification documents for directors and shareholders
• Valid proof of address for directors and shareholders covering three months

Advantages
• Good stability and British legal system
• Privacy protection without disclosure of shareholder and director identities
• No company secretary required
• No tax declaration or payment required
• No annual reports, audit reports, or financial statements required
• Enhances international image and facilitates financing

Frequently asked question
A BVI company operating in Hong Kong must obtain a business registration certificate and file taxes; it must be registered in Hong Kong as an offshore company. BVI laws do not generally require public disclosure of director and shareholder identities. After registration, we provide the certificate of incorporation, company seal, and articles of association, and can assist with applying for a certificate of company existence.

Registration requirements
• English company name; a Chinese name is optional and subject to an additional fee
• One director
• One shareholder of any nationality; the same person may be director and shareholder
• Standard authorised share capital of US$50,000
• Additional registration fees apply if the number of registered shares is increased

Registration advantages
• Strong confidentiality and protection of directors’ and shareholders’ personal data
• Chinese company name permitted
• Easy share transfers without stamp duty or restrictions
• Eligible for listing on the Hong Kong Stock Exchange
• No foreign exchange controls, facilitating financing
• No audited accounts or tax declaration/payment required

Company name restrictions
Names cannot contain terms such as BANK, TRUST, MUTUAL FUND, INSURANCE, Royal, Imperial, Empire, Building Society, or REINSURANCE. Tax-exempt companies do not need to include “limited” in their names. Names may use Latin letters, but registration documents must be written in English.