Hong Kong business registration FAQ: BR renewal

A Business Registration Certificate is valid for 1 year. While running a business, you may run into questions such as changing the name, changing the nature of the business, changing the address, or when you can be exempt from paying the registration fee. This article summarises common questions about the Business Registration Certificate.

Every business in Hong Kong operated for profit must apply for a Business Registration Certificate, within 1 month of commencing business.
Exemption from payment ≠ exemption from applying. An eligible unlimited company must still apply for a BR first and then apply for the exemption.
If business particulars (address, name, nature) change, the Business Registration Office must be notified in writing within 1 month.
After closing down, the registration must be cancelled; a limited company must hold a valid BR until it is formally dissolved.

What are the consequences of not submitting a business registration application on time?

According to the Inland Revenue Department details. If an application for a Business Registration Certificate is not submitted on time, offenders are liable to a fine of $5,000 and imprisonment for 1 year.

Anyone who applies for business registration more than 12 months after the business starts operating must pay:

(a) the business registration fee and levy for the current year; and

(b) the business registration fees and levies for previous years under section 7(3) of the Business Registration Ordinance (Cap. 310).

Are any businesses exempt from registration?

Any business activity carried on for profit, in whatever form, must apply for a Business Registration Certificate on time, but there are exceptions:

Charities (a charity that is charged profits tax on profits from a trade or business does not meet the requirements for exemption from business registration);

Agriculture, horticulture or fishing operations (this exemption does not apply to companies incorporated or registered under the Companies Ordinance);

Shoe-shining businesses; and the various hawker businesses that require a licence under the Hawker Regulation (except those operating inside buildings).

If the businesses above are eligible, they may be exempt from applying for a Business Registration Certificate.

Under what conditions can a business be exempt from paying the business registration fee and levy?

A business that provides services for profit and whose average monthly turnover does not exceed $10,000;

Any other business whose average monthly turnover does not exceed $30,000;

You can apply in person or by post, by written"IRBR61C"method, or through GovHK, for exemption from paying the business registration fee and levy:

The application must provide the average monthly amount for the 6 months before the application is submitted. An exemption is granted only when it is applied for, and is valid until the “Business Registration Certificate endorsed with the exemption” expires, a period of 1 year.

Thereafter, a fresh exemption application must be made every year under the exemption conditions and application procedures in force at the time.

Does an online business such as an IG shop need a Business Registration Certificate?

This question is asked often: if a small online shop or ig shop has monthly turnover not exceeding $30,000, can it skip applying for a Business Registration Certificate?

Any business activity carried on for profit, in whatever form, must apply for a Business Registration Certificate on time. The IRD has also stated that online businesses must likewise comply with the business registration requirements. Small business operators who qualify may apply for exemption from paying the business registration fee and levy, but they must still complete business registration.

In other words, exemption from the business registration fee is granted after you first obtain a valid Business Registration Certificate and then apply for exemption. Merchants such as online shops or ig shops cannot decide for themselves that their turnover qualifies for exemption from the business registration fee and levy and that they therefore do not need to apply for a Business Registration Certificate.

How to renew and replace a Business Registration Certificate

For registered businesses, the Business Registration Office issues a payment notice for business registration renewal around the middle of the month, one month before the month in which the renewal takes effect. Once payment is made, the payment notice becomes a valid Business Registration Certificate.

If you still have not received the payment notice after the Business Registration Certificate and Branch Registration Certificate have expired, or you have lost the payment notice, you can apply in person or by post to replace the Business Registration Certificate.

What should I do if the business registration address needs to change?

If the business address changes, you must change the address in writing or online within one month of the change.

Notify the Business Registration Office in writing, either by completing the form IRC 3111A or by writing your own notice, which must state your business registration number, business name, old and new business addresses and date of change, etc. Both methods require proof of the new address, such as a tenancy agreement.

What should I do if the business name on the business registration changes?

If the business name has changed, within 1 month after the change you must notify the Business Registration Office in writing, either by completing form IRC 3110A or by writing your own notice, clearly stating your business registration number, the old and new business names, the business address and the date of change.

What should I do if the nature of the business on the business registration changes?

If the nature of the business has changed, within 1 month of the change, either complete the form IRBR 193 or write your own notice to notify the Business Registration Office in writing, clearly stating your business registration number, address, the date and details of the change in the nature of the business, etc.

What should I do if I want to cancel the business registration?

Anyone who ceases business or cancels business registration must notify the Business Registration Office in writing within 1 month of the date of cessation. You may complete Form IRC3113 or write your own notice, and the letter must clearly state your business registration number or branch registration number, name, address, date of cessation, correspondence address after cessation and contact phone number.

Also note that any company incorporated in Hong Kong under the Companies Ordinance (Cap. 622), whether or not it is trading, must apply for a Business Registration Certificate every year until the company is dissolved or deregistered under the Companies Ordinance.

Do I still need to pay the business registration fee after cancelling the Business Registration Certificate?

The business registration fee is calculated on an annual basis, so even if a business closes during the year, the business registration fee for that year must still be paid.

What procedure is required to change partners?

When any partner joins or leaves, you must notify the Business Registration Office within 1 month using form IRBR64, attach a copy of the new partner’s identity card or passport, and have the incoming and outgoing partners sign jointly. Note: when a sole proprietorship adds a partner, the form of the business changes and the BR number changes too.

Can the original BR number be kept after changing the proprietor?

Yes, using the “add first, remove afterwards” method: submit two IRBR64 forms at the same time, stating the two dates before and after. Add the new proprietor first, then remove the old proprietor, and the original BR number is kept.

How are overdue business registration fees dealt with?

The IRD treats overdue amounts as tax in arrears and will recover the arrears and penalties. Prolonged default may lead to legal proceedings and affect your business and personal credit record. We recommend paying immediately once you find an amount is overdue.

What should I do if I lose my Business Registration Certificate?

You can apply for a replacement in person at the Business Registration Office or by post, or log in to eTAX to view the electronic record and print it again. A fee is payable for a replacement paper BR.

Summary

Whether you choose to set up a company or run a business as an online shop, you must apply for a Business Registration Certificate. Holding one lets you or your company operate with peace of mind. If you have more questions about business registration or company formation, you can contact SetupHK to clear up your doubts. SetupHK offers a one-stop company formation service that makes it easy to deal with your business matters.

If you have any questions about business registration, contact SetupHK.Book a free consultation now.