Form NNC6 Re-domiciliation Form Hong Kong
How to use Form NNC6 to apply for the re-domiciliation of a foreign company to Hong Kong.
NNC6 at a glance
- Official title
- Re-domiciliation Form
- Issued by
- Companies Registry
We link the issuing authority's own index rather than hosting a copy, because the form is revised there and an out-of-date copy is worse than none.
Form NNC6 Re-domiciliation Form Hong Kong
Form NNC6 is the statutory application for a foreign company to continue its existence in Hong Kong under Part 16 of the Companies Ordinance (Cap. 622). This process, known as re-domiciliation or continuation, transfers a company's legal seat to Hong Kong while preserving its corporate identity, avoiding the need to incorporate a new entity. The form is filed under section 662 of Cap. 622. Once approved, the company is treated as if it had been incorporated in Hong Kong on the date of registration.
NNC6 Re-domiciliation Application Hong Kong
Re-domiciliation begins with securing consent from the company's original jurisdiction to transfer. Deliver the application to the Companies Registry with the prescribed fee and supporting documents. The Registry will verify the company's eligibility, the validity of the original consent, and that the proposed name is not prohibited under Cap. 622. If the application is in order, the Registrar issues a certificate of continuation, registering the company as a Hong Kong entity.
Company Continuation to Hong Kong Form
The continuation form requires full particulars of the foreign company: its name, place of incorporation, registered office address, and details of its directors, company secretary, and share capital structure. The applicant must confirm the company is not in liquidation, that no receiver or manager has been appointed over its assets, and that no winding-up proceedings have commenced in its home jurisdiction. A certified true copy of the original jurisdiction's consent must accompany the application.
Form NNC6 Filing Guide
A director or the company secretary of the foreign company must sign Form NNC6. Their signature must be witnessed, with the witness providing their name, address, and occupation. Supporting documents include:
- A certified true copy of the consent from the original jurisdiction authorising the continuation.
- A certified true copy of the company's constitutional documents (memorandum and articles of association or equivalent).
- A certified true copy of the board or members' resolution approving the continuation.
- If the company has a register of members, a certified true copy of the register or a statement confirming its location.
- If a court order approves the continuation, a certified true copy of that order.
All documents not in English or Chinese require a certified translation.
Information Required on Form NNC6
Form NNC6 is divided into several parts. Part A captures the proposed Hong Kong name, which cannot be identical to an existing name or otherwise prohibited. Part B requires the company's original name, place of incorporation, and registration number there. Part C asks for the original date of incorporation. Part D requires the physical address of the Hong Kong registered office; a post office box is not acceptable. Part E asks for particulars of every director and the company secretary. Part F requires details of the share capital, including the number of shares, their class, and the amount paid up. Part G requires a declaration of eligibility and confirmation that the original jurisdiction's consent has been obtained.
Supporting Documents for Re-domiciliation
Supporting documents must be certified as true copies by a notary public, a solicitor, or a person authorised by the law of the original jurisdiction. The Companies Registry may request additional documents for verification if the application is incomplete. Ensure all documents are properly certified before submission to avoid delays. The Registry retains the certified copies and does not return them.
Effect of Successful Registration
Upon issuance of the certificate of continuation, the company becomes a Hong Kong company under Cap. 622. Its name is entered on the Register of Companies, and it must comply with all ongoing obligations under the Companies Ordinance, including filing an annual return (Form NAR1) within 42 days of the anniversary of the date of continuation. The company's existing rights, property, assets, and liabilities are unaffected. The company may use its original name in Hong Kong if it is registered as a business name under the Business Registration Ordinance (Cap. 310).
Filing Through the E-Services Portal
The Companies Registry accepts Form NNC6 through its e-Services portal at www.eregistry.gov.hk. Electronic filing is faster and allows the applicant to track the application's status. Paper filing is also accepted at the Registry's counter. The filing fee is set by the Companies Registry and should be confirmed on their website before submission. Retain a copy of the filed form and the certificate of continuation for the company records.
Updating Company Records After Continuation
After receiving the certificate of continuation, the company must update its records to reflect its new Hong Kong status. It must maintain a register of members, a register of directors and company secretary, and a registered office in Hong Kong. Subsequent changes must be filed using the appropriate forms, such as Form ND2A for changes to directors or company secretary and Form NR1 for a change of registered office address. The company's accounting reference date must be set, and annual financial statements prepared in accordance with Hong Kong Financial Reporting Standards.
Common Reasons for Rejection
The Companies Registry may reject a Form NNC6 application if the consent from the original jurisdiction is invalid, the proposed name is prohibited, the form is incomplete, or supporting documents are not properly certified. Rejection also occurs if the company is in liquidation or has outstanding proceedings against it in its original jurisdiction. Review the Registry's guidance notes before filing to ensure compliance. If rejected, the Registry will notify the applicant with reasons. The applicant may then resubmit the corrected application.
How to fill out Form NNC6
Page one of the official form. Every field named below appears on it in the same order.
1 申請人的詳情 Particulars of the Applicant
(a) 申請人的名稱 Name of the Applicant
Enter the full legal name of the applicant body corporate that is applying for re-domiciliation. This must match the name on its certificate of incorporation or equivalent document.
(b) 申請人的成立地 Place of Incorporation of the Applicant
State the jurisdiction (country or territory) where the applicant was originally incorporated.
(c) 申請人是否根據《公司條例》(第622章)第16部註冊的非香港公司?
Tick “Yes” or “No”. If “Yes”, provide the 商業登記號碼 Business Registration Number - this is the number on the applicant’s Hong Kong Business Registration Certificate.
(d) 申請人是否上市公司?
Tick “Yes” or “No”.
2 申請人在切實可行的範圍內屬最近期的某日的已發行股份的詳情 Particulars of Issued Shares as at the Latest Practicable Date
參考日 Reference Date - Enter the date (DD/MM/YYYY) used for the share information. This should be as close as possible to the date of filing.
For each 股份的類別 Class of Shares (e.g. Ordinary, Preference), provide: - 貨幣 Currency (e.g. HKD, USD) - 已發行股份總數 Total Number of Issued Shares - 已繳付(或視作已繳付)的總款額 Total Amount Paid Up (or Regarded as Paid Up) - 尚未繳付(或視作尚未繳付)的總款額 Total Amount Remaining Unpaid (or Regarded as Remaining Unpaid) - this equals column (a) minus column (b).
If more space is needed, use 續頁A Continuation Sheet A.
2A 股份所附帶的權利的詳情 Particulars of Rights Attached to Shares
Only complete this section if the applicant has more than one class of shares. For each class, describe the rights attached (voting rights, dividend participation, capital distribution rights, whether redeemable, etc.). Use 續頁B Continuation Sheet B if insufficient space.
3 申請人的成員詳情 Particulars of Member(s) of the Applicant
Tick one box: - If the applicant is not a listed company, member particulars go in 附表一 Schedule 1. - If the applicant is a listed company, member particulars go in 附表二 Schedule 2.
4 籌劃中公司的詳情 Particulars of the Intended RC
(a) 籌劃中公司的擬用名稱 Proposed Name
Enter the 擬用的英文名稱 Proposed English Name and, if desired, the 擬用的中文名稱 Proposed Chinese Name for the company after re-domiciliation.
(b) 籌劃中公司擬註冊的公司類別 Type of Company
Tick one: public company limited by shares, private company limited by shares, public unlimited company with a share capital, or private unlimited company with a share capital.
擬經營業務性質 Nature of Proposed Business - Provide the 編碼 Code (from the Hong Kong Standard Industrial Classification) and a 描述 Description of the intended business.
(c) 籌劃中公司在香港的註冊辦事處的擬用地址 Proposed Address of Registered Office
Give a physical Hong Kong address (no “care of” or PO Box). Include flat/floor/block, building, street/estate/lot/village, district, and region (must end with “Hong Kong”).
(d) 籌劃中公司的聯絡資料 Contact Information
Provide an 電郵地址 Email Address and a 香港聯絡電話號碼 Hong Kong Contact Telephone Number (with +852 prefix).
Download the current form - always file the version on the issuing authority's site, not a copy.
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