Terms and conditions
Startupr is an incorporation service website designed to allow you to form your own corporation. Startupr is operated by STARTUPR HONG KONG LIMITED. Our TCSP license number is TC007820.
Startupr uses the information provided on our order forms to complete required government incorporation forms. Startupr serves as incorporator and organizer when submitting paperwork to the Companies Registry or corporation filing office . Startupr is not a law firm, and neither Startupr nor any of its employees or associates provide legal services or legal consultation. Further, no representations or warranties, expressed or implied, are given regarding the legal or other consequences resulting from the use of our services or forms.
The information contained in this site is provided for general information only and should not serve as a substitute for legal advice from an attorney familiar with the facts and circumstances of your specific situation.
Startupr will not be liable for any penalties, fines or other liabilities from the Companies Registry and Inland Revenue department incurred by the Client or the Company and the Client accepts full responsibility to pay these and indemnify Startupr against any liability in respect of the same.
All requests or instructions concerning the affairs of the Company shall be given by the Client in writing to Startupr. Startupr may, at its sole discretion, agree to take action on any request or instruction given otherwise than in writing only on the express understanding that Startupr shall not be liable in respect of any misunderstanding or error regarding the same.
Startupr shall not be liable for any failure to comply wholly or in part with any instructions received from the Client and shall not be responsible for consequences arising from non- receipt of instructions for any reason.
The Client shall indemnify and hold harmless Startupr, its affiliates and their directors, officers, employees and agents from and against all claims, actions, costs (including legal) and liabilities arising out of or relating to these Terms and Conditions and the Services provided to the Company.
The company will not be held liable for loss, damage or theft of any items sent to the client whilst they are going through the postal service.
We are not authorised by the Financial Services Authority to conduct Investment Business. If you require investment business services we will refer you to a firm authorised by the Financial Services Authority.
Whatever information We gather from (and create for) our clients may be used for assistance on setting up and running of your account and access to the Hong Kong government portals, especially to complete and sign electronic files of specified forms and submit the specified forms to the Registrar of Companies.
Processing time for orders
When there is a high volume of orders, processing time may take longer than stated on either the government or our own website. Startupr cannot guarantee processing time, which may be delayed for various reasons. E.g. if a company name is taken, a similar name already exists, or a name is highly unusual. Orders may also be misplaced or misfiled by government offices.
If a corporate body (other than a natural person) has been appointed as a director and/or shareholder of the company, it CANNOT apply to expedited incorporation services. If more than six directors or six shareholders have been appointed for the company, it also CANNOT apply for expedite incorporation services.
We cannot guarantee that any overnight courier such as DHL or FedEx will deliver on time. If a package sent by overnight courier is misplaced or delayed, we can assist in contacting that courier for a refund of shipping charges.
Clearance of funds
We cannot process any order until funds clear. Credit cards and PayPal take only moments. (Check clearing, including eChecks such as PayPal eChecks, electronic checks, faxed checks, mailed checks, or wire transfer payments take longer.
Term of services and termination rights
Cancellation of order
Please request all refunds by written email to [email protected]
Incorporation services cancellation: If you wish to cancel your order after payment is received by Startupr, but before the company has been incorporated and Certificate of Incorporation has been issued, Startupr is glad to provide a full refund of the incorporation costs.
If an order is canceled after payment has been received by Startupr, and after the company has been incorporated and Certificate of Incorporation is issued, please contact our staff at Startupr for further instructions. Please note that after the incorporation of your company, Startupr has already paid for the government and filing fees to the Hong Kong Companies Registry, and incurred costs with the incorporation of your company.
Orders of company documents, annual return, AGM – Annual General Meeting, Profits Tax Return filling, Mail Forwarding. Certified documents by CPA; Notary Public; Apostille; companies Registry or company secretary. Services as ND2A, NAR1, ND2B, NSC1, NR1, any CR documents and resolution of directors. Any CR or IRD documents which should be filled by Startupr such BRC, PTR (Profits Tax Return) or emploee/employer return. Ordered stamps and metal steals. Transfer of shares. Company de-registration. Preparing instrument of transfer. After these forms have been issued, all of the relevant filings fees and costs have been paid to the Companies Registry.
Termination of services
Startupr shall be entitled by written notice to cease to provide the Services, if:
The Clients or the Clients’ Appointees in the reasonable opinion of Startupr fail to observe to the fullest extent these Terms and Conditions;
In the event that any legal proceedings are commenced against the Company.
In any of the circumstances described above, Startupr reserves the right to take action pursuant to stand above and to treat these Terms and Conditions as terminated without further liability on the part of Startupr.
Startupr may at its discretion cease to provide the Services if the Client fail to observe to the fullest extent these Terms and Conditions without notice.
Correspondence from the Government agencies
Mail sent from government agencies to your company at the Registered Agent’s address is forwarded free as part of our Registered Agent service. Please note, however, that the Registered Agent’s address does not thereby become your company’s “business address”.
If you want to use Startupr’s address for business purposes: invoicing, business cards, email signature, letterhead, website, disclose to any third party – including business commercial or any other government third party (except Companies Registry and Inland Revenue Department), receiving business mail, using on any contract or agreement etc., you need to join our Business Address service, also known as Mail Forwarding service.
Unless you have specifically engaged us to forward your company mail (other than government communications as noted), and proper paperwork is filed, a Startupr address may not be used as your business address.
Also, the Registered Agent will not be able to provide lease agreements or business address proof for your company, as this business address is only for receiving and handling mail.
In the event of any dispute, the decision of Startupr shall be final and conclusive.
Whilst certain documents may belong to you and are received to Startupr address and you will not prepay mail forwarding plan, we reserve the right to refuse any letter on you company behalf. Further, we intend to destroy any business correspondence and other papers that we store that are more than one month (30 days) old, other than documents which we think may be of continuing significance. If you require the retention of any document, you must join our business address (mail forwarding) service and notify us of that fact in writing.
We would highly suggest you to engage our Business Address Mail Forwarding service which keeps you updated on yours incoming mail. It’s in your own interest to make sure that all documents are properly received and you’re notified.
If you have not order Business Address Mail Forwarding plan / service, we will notify you about your business mail and ask you to order the Business Address Mail Forwarding service.
Type of Mail
- Standard Mail – Letters or packages from any carrier or by any mode of delivery (“Mail”).
- COD Mail – We will not accept cash on delivery (COD) or postage due on your behalf.
All mail will be kept in our office for only 60 days. After 60 days upon receiving your mail, if you do not instruct us or confirm to ship or shred your mail, we reserve the right to shred it without your further consent.
Mail Forwarding Services
You agree that all re-shipped mail is considered to be delivered by us, and any and all responsibilities undertaken by Startupr to be terminated as soon as the mail is placed in the care of the mail-carrying service provide. Once mail has been placed in the care of the mail-carrying service provider for reshipment to an address outside our facilities upon your request, Startupr is no longer responsible for your mail, its arrival, or the speed of its delivery.
Year Services Fee
You agree to the yearly mail forwarding fee of $380USD plus $95 credit
Credit can be used on sending mail for future shipments. The charges are below.
Hong Kong registered post $25 USD, or Express delivery (courier) $95 USD
- to scan a 1-10 page piece of mail $1 USD
- to scan a 11-20 page piece of mail $2 USD
- to scan a 21-30 page piece of mail $3 USD
All unused credit can be carried forward for next renewal, however, it is non-refundable.
In cases of non-renewal or payment of the annual services by the client, any mail received on their behalf may be deemed to be unauthorized mail. Startupr reserves the right to not receive, return mail to the sender, or take further action without prior notice for any unauthorized mail received to our office address.
When using our scanning service, you authorize us to scan the outside of your mail, and also to open mailed received to your account and scan the content of the mail. You acknowledge we may decline to scan the outside or contents of mail, that in our sole discretion, we deem to be obscene, an incitement to hate or violence, or contrary to law.
If you request forwarding or reshipping of mail across national borders, you acknowledge that compliance with international laws and treaties require us to open and inspect all packages (as well as letters and those in which appear to contain something other than documents) that we receive before forwarding or reshipping such packages to another country, as well as grant us your consent to open any such packages directed to you and delivered to us.
In the event, however unlikely, that mail content belonging to a user outside of your account appears in your account, you agree not to request any action with respect to such mail, and immediately notify our customer service department. You further agree not to view, read, copy, print, or otherwise distribute information on or within a piece of unauthorized mail. You agree that violation of these terms shall expose you to legal liability, both criminal and civil, and monetary damages, as well as termination of your account.
We are not in position to receive parcel or package which is heavier than 2 kgs OR dimension of more than 50 cm on any side (width / height / length).
We are also not in position to receive nor keep any dangerous goods that may be fragile, explosive, flammable, toxic, radioactive, corrosive or harmful in some other way to humans, animals or the environment, as well as all kind of illegal goods under the Hong Kong Law.
Startupr reserves the right on receiving anything sent to our address.
Renewal and company duties
Because we email all notifications regarding annual dues and fees, change of status, etc., it is each client’s responsibility to maintain a correct and current email address in our files. We do not post any notifications by hardcopy mail.
Following services must be renewed every year within 30 days before the anniversary day of the company: company secretary/agent, registered address, mail forwarding & business address, AGM – annual general meeting, annual return – NAR1, BRC – business registration certificate, any nominee director/shareholder services, The company registered address, mail forwarding, bookkeeping, etc.
We send you the reminder on the renewal 1 month before the anniversary day, it’s your responsibility to contact ahead of time to renew all services to avoid goverment penalties for late fillings. In case you don’t receive our invoice please contact us 1 month before the anniversary day of the company.
Appointed Director/Shareholders service means that you (owner/shareholder/member/ultimate beneficial owner) elect us as your company officer/manager/director/shareholder. Our service is very limited. We do not open any bank accounts, response to your clients, employees, institution, banks, any third party or sign contracts. We can also give power of attorney to your representative to act on behalf of the company. Complete agreement is located here and you agree to with the terms when using the nominee service. In case we receive any indication that any unethical or unlawful activity by your company we will immediately file change the director/shareholder with your information as in our records. You will be billed for the changes as the costs arise.
If the company is not properly renewed in time, the Nominee director will resign as director of the company and re-appoint the Beneficial Owner or previous director(s) as the company director, at anytime after the agreement termination date without prior notification and the said Register of Director will be filed with the Registrar of Companies.
Compliance with Law and Financial Compliance
As our ability to comply with all Hong Kong Laws is directly linked to the conduct of our clients, we require our clients to comply with all applicable Hong Kong Laws, and conduct their business in a manner which will not place the clients in breach of any applicable laws in Hong Kong .
In order to determine the Due Diligence of the clients (individuals and corporations) under all applicable Hong Kong Laws, we may request documents from our clients and/or we may also obtain information from third-parties or public sources.
We collect the following four basic documents for compliance purposes from our clients:
- Copy of valid international passport
- Copy of national identity card or valid driver licence
- Copy of proof of address in English issued within the last 3 months
- A photo of holding his/her passport which can clearly show the face and passport
We may also request further documents or information from time to time as may be deemed necessary.
If a client does not provide any requested documents, we will not process the company formation service. The formation of which is by registration under the Companies Ordinance and must, therefore, comply with a number of formalities. If a company fails to comply with any of the mandatory requirements, penalties will occur and Startupr will cease all its services offered to our client and will notify the Company Registry and Inland Revenue department that Startupr has resigned from the position of Company secretary and ceased as being the registered address of our client. The cessation of the address is conducted with the Company Registry and Inland Revenue Department.
Third-party cookies In addition to our own cookies, we may also use various third parties cookies to report usage statistics of the service and deliver advertisements.
SSL Security capabilities and policy for transmission of payment card details (SSL policy)
PayDollar is a leading, secure and reliable international payment service provider to banks and online merchants since 2000. Customers’ payment details are securely transmitted to the acquiring bank, card and payment companies for real-time transaction authorization using 256-bit Extended Validation Certificates (EV) SSL transaction encryption. PayDollar supports CVV/CVC check as well as 3-D secure authentication of Visa and MasterCard namely: Verified by VISA, MasterCard SecureCode for added security protection for both customers and merchant.
Startupr, its agents, representatives, and employees specifically disclaim any warranty beyond the limited warranty stated above, whether express or implied, including the implied warranties of merchantability and fitness for purpose. Under no circumstance will Startupr, its advisors, agents, representatives and employees be liable or responsible for any damage or inconvenience caused or alleged to be caused by the use of our services.
Company Secretary disclaimer
By registering a company with Startupr Hong Kong Limited, you represent and warrant that:
- You have been and are currently in compliance with all laws on taxation, anti-bribery, and anti-money-laundering applicable to you and your activities.
- You will remain compliant with all taxation, anti-bribery and anti-money-laundering laws applicable to you and your activities during the term of our provision of services to you.
- You are not aware of any incidents or events that may give rise to or result in liability for any breach of any relevant taxation, anti-bribery, or anti-money-laundering laws.
- Startupr as a company secretary is not acting on behalf of your company
- Startupr is not responsible for managing the formed company and its business
Startupr is not a CPA (Certified Public Accountant, registered HKICPA – Hong Kong Institute of Certified Public Accountants) firm. CPA services are provided by independent CPA firms.
Startupr is merely acting as an agent in connecting your company and the CPA who has agreed with us that they will provide auditing services. In no way is Startupr acting as a CPA firm or providing auditing service in any way and your solicitor-client relationship is with the CPA and not Startupr. CPA is independent of Startupr and is not an employee of Startupr.
Startupr is an agent for connecting Hong Kong companies with CPA.
Startupr is not a CPA firm, is not engaging in an auditing practice and Startupr does not act as a CPA firm. Startupr does not provide auditing advice.
Nothing on Startupr is audit or CPA advice and you cannot rely on it. You should always consult an audit expert to get certainty of your accounting issues and obligations.
If required by client, Startupr will refer client and coordinate with independent CPA for provision of audit services – Startupr not responsible for actions or omissions of such CPA.
Terms include authorization of Startupr HK to engage CPA to perform audit and tax preparation services on behalf of Client as Client’s agent and authorization of Startupr HK to interact with and provide information required by CPA to CPA in connection with audit services and tax preparation services.
You hereby agree and warrant that you shall give written notice to Startupr as soon as practicable once you have knowledge or ought reasonably to have knowledge that you may have breached any of the taxation, anti-bribery and anti-money laundering law applicable to you or your activities.
Startupr may, at its sole and absolute discretion, suspend provision of all services and terminate the engagement under this letter immediately without notice if it has reason to believe that you may have breached any taxation, anti-bribery and anti-money laundering laws applicable to you or your activities.
By accepting the Terms and Conditions you discharge and release us from any tax liability or claim that might arise in the jurisdiction(s) where you or your controlling shareholder shave fiscal residence in connection with your project in Hong Kong or the scope of this quotation.
Startupr Hong Kong Limited itself is neither responsible nor liable for any client’s company activities.
All information provided by client is true and correct in all material respects and Startupr will rely on this information without independently investigating it.
We can advice you CPA fees upon request (an independent CPA will be appointed).
Bookkeeping Services & Limitation of Liability
Payment and fees should be made in full by the due date, 7 days from the date shown on the invoice. The client agrees to pay the company the agreed fee and any disbursements.
The agreed fee is based upon the services carried out and the information provided by the client at the time of tendering and subject to an quarterly review. If details have been provided by the client and it becomes apparent that the details are not reflective of the works then additional fees may apply.
The company offers the client no right of set off.
Appointment of CPA (Certified Public Accountant) – Company Secretary appoints Company CPA.
Startupr prepares only the bookkeeping and supporting documents.
CPA is responsible for Audit report, Tax Computation, Resolution of Director, filled PTR
Directors or members are responsible for providing complete and accurate information, and Startupr will not be liable for any errors which arise from your failure to provide us with the correct information.
Hong Kong Banking Introduction Services
Please be aware that Hong Kong banks’ due diligence processes are highly difficult due to stricter requirements. It is not mandatory for Hong Kong banks to provide bank account opening to Hong Kong entities. The final decision if the bank will open a bank account is entirely at the discretion of the bank. Startupr cannot guarantee that the bank account will be opened. It is not possible to open a corporate bank account in Hong Kong remotely. We do not provide any paid services for the introduction to these banks.
Bank Account Opening Disclaimer
Be aware that banks reserve the right to decide whether to open a specific company account. Startupr itself is neither responsible nor liable for any bank’s decision. Although customers may succeed in opening certain bank accounts within 15 working days, most of our clients normally enjoy company account opening within 15-20 working days once the banks receive full due diligence. In some cases, if a bank requires further information, or a local holiday occurs, there can be several days’ delay.
Limited Liability and Warranty
Please read this section carefully since it limits the liability of Startupr and its parents, subsidiaries, officers, directors, employees, representatives, agents and partners. We give you no warranty or assurance about this Website, Blogs or Content. In particular: information may be incorrect or out of date, and may not constitute a definitive or complete statement of the law or the legal market in any area. None of the Content is intended to constitute advice in any specific situation. You should take professional advice in specific situations. While Startupr makes every effort to ensure quality, Startupr makes no warranty that the sites, blogs or content will meet your requirements or that the results that may be obtained from use of the sites or blogs will be accurate or reliable. This Website, Blogs or Content don’t express or give any accountant or auditor opinion, advice or commercial offer.
The information in this webpage serves as reference only. Startupr is not responsible for any loss or damage whatsoever arising out of or in connection with any information in this webpage. Startupr reserves the right to omit, suspend or edit all information in this webpage at any time in its absolute discretion without giving any reason or prior notice. Startupr further reserves the right to change the eligibility criteria and details of the arrangements set out above from time to time without notice.
Governing Law and Jurisdiction Hong Kong Arrival Card/Application for Entry
Unless otherwise agreed in writing between the Client and Startupr, these Terms and Conditions shall be governed by and construed in accordance with the laws of Hong Kong Special Administrative Region and the courts of Hong Kong Special Administrative Region shall have exclusive jurisdiction in relation to any claim or dispute concerning or arising from these Terms and Conditions.
Hong Kong Customs
Arrival Card/Application for Entry/Invitation Letter
You are not allowed to use Startupr Hong Kong Limited or Startupr’s address to complete the Hong Kong arrival card, invitation letter or application for Entry when entering Hong Kong or applying for entry for visit/transit in Hong Kong.
Anti-Money Laundering (AML) Declaration
If a client order any service from us, client declares that will use the services provided for lawful purposes and the money and/or other assets now or to be introduced do not emanate from any activity which is unlawful in my country of origin or in the Hong Kong SAR, and specifically that none of the assets were derived from any of the activities characterized as criminal by any applicable legislation against money laundering or terrorist financing. Client acknowledges that if Startupr, at any time discovers that the declarations made herein are untrue, Startupr will disclose full details of its dealings with Client, including names, addresses, telephone and facsimile numbers and electronic mail address to the appropriate government authorities.
The client undertakes to provide Startupr with all information that it requires concerning the company and its affairs immediately upon request.
Client confirms that if Startupr is required by any lawful authority to confirm the source of funds and/or assets, Client will provide Startupr with any necessary information and explanations to establish that the funds are from a lawful activity and that funds and/or assets are free from any encumbrance or restraint imposed by any court or any third party. The client is aware that unless specifically authorized by Client or required by the laws of the jurisdiction or by an order of a court of competent jurisdiction, Client name will not be disclosed to such lawful authority.
Countries or regions which residents may not become customers nor clients of Startupr:
Afghanistan, Bahamas, Botswana, Cambodia, Central African Republic, Crimea, Democratic Republic of the Congo, Eritrea, Ethiopia, Ghana, Guinea-Bissau, Iran, Iraq, Pakistan, Libya, Mali, North Korea (Democratic People’s Republic of Korea), Saudi Arabia, Sevastopol, Somalia, South Sudan, Sri Lanka, Sudan, Syria, Trinidad and Tobago, Vanuatu, Yemen
Please note that we may vary the above terms at our discretion without giving you any prior notice.
In the event of any dispute, the decision of Startupr shall be final and conclusive.
Last updated: June 2020