Hong Kong Company Incorporation - Limited by Guarantee (Non-Profit Organisation)

In general, company limited by guarantee is set up for purpose of advancement of education, religion, relief of poverty, trust and foundation, etc. Most Institutes formed by this structure are not for profit-marking but they may not be charitable. If an institute would like to be a charity, it must be established for purposes which are exclusively charitable according to law.

For Institute which fit for the following purpose, we can help them to apply Approved Charitable Institute ("ACI"):

• Relief of poverty
• Advancement of education
• Advancement of religion
• Other purpose of a charitable nature beneficial to the community not falling under any of the preceding heads

The Advantages for "ACI":

• Exempted from tax
• Exempted from Profits Tax, if

1. the profits are applied solely for charitable purposes, and
2. the profits are not expended substantially outside Hong Kong, and
3. either (a) the trade or business is exercised in the course of the actual carrying out of the expressed objects of the institution or trust (for example, a religious body might sell religious tracts); or (b) the work in connection with the trade or business is mainly carried on by persons for whose benefit such institution or trust is established (for example, a society for the protection of the blind might arrange for the sale of handicraft work made by the blind).

• Exempted from the obligation of business registration unless a trade or business is carried on

Upon your request, we will provide you an application form for fill-in the details of your institute which includes the objectives of institute, number of members, membership fee, membership classification, directors, company secretary, etc. We will base on the information provided draft a Memorandum and Article of Association ("M&A") for the institute and provide 2 times free amendment. Once the “M&A?approved, we will apply the registration of institute on behalf of our customer and normally this will take 1 month to proceed. If Institute would like to apply "ACI" as well, addition 6 months will be required.

Apart from this, we can also assist "ACI" to apply license to dispense with the word "Limited" in the name of the institute.