What is Intellectual Property? > Trademarks > Differences among Companies Registration, Business Registration and Trademark Registration > Do you Know the Differences?

Do you Know the Differences among Company Registration, Business Registration and Trademark Registration?

They Play Different Roles

Company registration, business registration and trademark registration in Hong Kong serve different purposes. They are regulated by different laws and registration systems administered by different government departments.

Companies Registry

The Companies Registry administers and enforces the Companies Ordinance (Chapter 32, Laws of Hong Kong). The Companies Registry is responsible for providing services for the incorporation of local limited companies and the registration of non-Hong Kong companies which were incorporated outside Hong Kong and have established a place of business in Hong Kong.

Business Registration Office

The Business Registration Office under the Inland Revenue Department administers the Business Registration Ordinance (Chapter 310, Laws of Hong Kong). The Business Registration Office is responsible for registering businesses carried on by an individual, a partnership, a local limited company or a non-Hong Kong company.

Trade Marks Registry

The Trade Marks Registry under the Intellectual Property Department is responsible for providing trademark registration services to members of the public under the Trade Marks Ordinance (Chapter 559, Laws of Hong Kong) and the Trade Marks Rules (Chapter 559A, Laws of Hong Kong).

A company name registration at the Companies Registry or a business name registered with the Business Registration Office is not the same as a trademark registration at the Trade Marks Registry. A business or company name registration is not an indication of trademark rights. Having registered a company name with the Companies Registry or a business name with the Business Registration Office, you are still required to apply for registration of your trademarks with the Trade Marks Registry. Only the registered trademark owner has an exclusive right to use the trademark in relation to the goods and services in Hong Kong for which the mark is registered.

Registration under Three Different Registration Systems

Company Registration

To form a local limited company, you have to propose a company name first. You may find out whether the intended name has already been used by an existing company by conducting a free company name search on the Internet at www.icris.cr.gov.hk. You can also conduct the company name search at the Public Search Centre at the Companies Registry. Please note that:-

• A company name which is not identical to the names appearing in the index of company names kept by the Registrar of Companies is not necessarily registrable as it must also comply with other requirements set out in section 20 of the Companies Ordinance.
• In examining an intended name, the question of whether the name is “too like” that of a registered name will NOT form part of the consideration of the Registrar of Companies. You should consider carefully whether the intended name would lead to a complaint as being “too like” an existing company name, and the possibility that it may be subject to a change of name direction by the Registrar of Companies after incorporation. For details of the criteria which the Registrar of Companies will apply in forming an opinion as to whether a name is "too like", please refer to the "Company Names Guidelines"
  (www.cr.gov.hk/en/publications/docs/name-e.pdf) which can be viewed or downloaded from the Companies Registry's website.
• The application must meet all the requirements of the Companies Ordinance before the company can be successfully incorporated.
• The Companies Registry and the Inland Revenue Department jointly implemented a one stop company and business registration service on 21 February 2011. Any person who applies for incorporation of a local company under the Companies Ordinance will be deemed to have made a simultaneous application for business registration. Upon approval of an application for company incorporation, the Registrar of Companies will issue a Certificate of Incorporation and the Business Registration Certificate in one go. For online application which adopts the model Memorandum and Articles of Association provided by the Companies Registry’s electronic service portal “e-Registry” (www.eregistry.gov.hk), the Certificate of Incorporation and the Business Registration Certificate will normally be issued within 24 hours. If the application is submitted in paper form, the certificates will be issued in 4 working days (excluding the day of submission).
  

A company incorporated outside Hong Kong should deliver documents to the Registrar of Companies for registration within one month of the establishment of its place of business in Hong Kong under section 333(1) of the Companies Ordinance. The Companies Registry and the Inland Revenue Department jointly implemented the one-stop company and business registration service on 21 February 2011. Any person who applies for registration of a non-Hong Kong company under the Companies Ordinance, if the company has not yet registered under the Business Registration Ordinance, will be deemed to have made a simultaneous application for business registration. The Registrar of Companies will issue the Certificate of Registration of Non-Hong Kong Company and the Business Registration Certificate upon approval of the application for registration of the non-Hong Kong company. It normally takes 14 working days (excluding the day of submission) to issue the certificate(s).

For details of the documents and fees required for registration, please visit the Companies Registry's website www.cr.gov.hk.

Business Registration

"Business" required to be registered includes:

• Any form of trade, commerce, craftsmanship, profession, calling or other activity carried on for the purpose of gain;
• Any club which provides facilities, services and exclusive club premises to its members for social intercourse or recreation;
• Every local company or non-Hong Kong company that has established a place of business in Hong Kong, regardless of whether it is actually carrying on any business in Hong Kong; and
• Every non-Hong Kong company that has a representative or liaison office in Hong Kong, or has let out its property situated in Hong Kong, regardless of whether it has established a place of business in Hong Kong.

You should apply for registration of your business within one month from the date of commencement of your business with the Business Registration Office. If you carry on business at a branch, you also need to apply for branch registration. With effect from 21 February 2011, local limited companies or non-Hong Kong companies incorporated outside Hong Kong and have established a place of business in Hong Kong are only required to lodge one single application for company and business registration with the Companies Registry. Any person who applies for company incorporation/registration with the Companies Registry will be deemed to apply for business registration simultaneously. For further information on business registration, please visit the website www.gov.hk/br .

Trademark Registration

A trademark is a sign that distinguishes the goods and services of one trader from those of others. Registering your trademark means that you have an exclusive right to use the trademark in relation to the goods and services for which the mark is registered. If other people use it in the course of trade in Hong Kong relating to the same or similar goods or services without your consent, you may consider taking legal action against them.

Before filing a trademark application in Hong Kong, you may search the records of registered trademarks and trademark applications filed with the Trade Marks Registry to find out if there are any marks in the register of trademarks which are identical or similar to the one you intend to apply to register. You can search the records by using the Intellectual Property Department's free online search services (ipsearch.ipd.gov.hk).

If there is no deficiency in your application and all requirements for registration are met, the application will be accepted for registration and published in the Hong Kong Intellectual Property Journal (www.ipd.gov.hk/eng/ip_journal.htm). If there is no opposition to the trademark application by a third party within the three-month opposition period from the publication date, the registry will register your mark and send you a certificate of registration. The whole registration process may take as short as six months from the date of receipt of application by the Trade Marks Registry.

The trademark registration system of Hong Kong provides territorial protection. Hence, trademarks registered in the Mainland China do not automatically receive protection in Hong Kong. If you want your mark to be protected in the Mainland China and Hong Kong, you should apply for registration in both places.

For further information on trademark registration in Hong Kong, please visit the Intellectual Property Department's website www.ipd.gov.hk

Relevant Websites

Companies Registry's website: www.cr.gov.hk

Companies Registry’s eRegistry: www.eregistry.gov.hk
Companies Registry electronic search services: www.icris.cr.gov.hk

Inland Revenue Department's website: www.ird.gov.hk
Business Registration Services: www.gov.hk/br

Intellectual Property Department's website: www.ipd.gov.hk
Intellectual Property search: ipsearch.ipd.gov.hk
Intellectual Property Journal: www.ipd.gov.hk/eng/ip_journal.htm