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Hong Kong company limited by guarantee (non-profit organisation)

Updated time: Jul 31, 2018 , 17:15 (UTC+08:00)

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

If an institution is fit for any of the following purposes, we can help them to apply to be an approved charitable institute (ACI).

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

The advantages of being an ACI

  • Exempted from tax
  • Exempted from tax on profits if:
    • the profits are applied solely for charitable purposes; and
    • the profits are not expended substantially outside Hong Kong; and either:
  • 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
  • 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 with an application form to fill in with the details of your institution, including the objectives of the institute, number of members, membership fee, membership classification, directors, company secretary etc.

Registering a “company limited by guarantee” follows the usual steps of registering a “company limited by shares” (the most common type of business entity for business in Hong Kong).

Here are the characteristics of “Company limited by guarantee”:

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