Company Name Change Notice (Hong Kong)

A Company Name Change Notice in Hong Kong is a formal communication issued by a company following the approval of a new company name by the Companies Registry under the Companies Ordinance (Cap. 622), notifying banks, clients, suppliers, counterparties, and regulatory bodies of the change and providing the new Certificate of Incorporation on Change of Name as evidence that the company's legal identity and Company Registration Number (CRN) remain unchanged.

Under Section 107 of the Companies Ordinance (Cap. 622), a Hong Kong company may change its name by passing a special resolution of its members, and Section 110 of Cap. 622 requires the Companies Registry to issue a new Certificate of Incorporation on Change of Name once the proposed name is approved — requiring not less than 75% of votes cast under section 564 of Cap. 622 — and then filing Form NNC3 (Application for Change of Company Name) with the Companies Registry together with the prescribed filing fee. The Companies Registry reviews the proposed name against the restrictions in the Companies (Fees and Names) Regulation (Cap. 622C): the name must not be identical to an existing registered name, must not be too similar to an existing name as to cause confusion, must not suggest a connection with the Government or statutory body without approval, and must not contain restricted words (such as 'Bank', 'Insurance', 'Trust', or 'University') without the consent of the relevant regulator — the Hong Kong Monetary Authority (HKMA) for 'Bank', the Insurance Authority for 'Insurance', and the Securities and Futures Commission (SFC) for securities-related terms.

Upon approval, the Companies Registry issues a new Certificate of Incorporation on Change of Name recording the new name, the date of the change, and the company's unchanged CRN. The company's legal identity is continuous — all contracts, rights, liabilities, licences, and obligations entered into under the old name remain valid and enforceable without re-execution. Counterparties do not need to re-execute existing contracts simply because the company name has changed.

For companies that hold registered trademarks in the old name, a formal recordal of the name change with the Intellectual Property Department (IPD) under the Trade Marks Ordinance (Cap. 559) and the Patents Ordinance (Cap. 514) is required to update the IP registers. Failure to update IP registers does not invalidate the rights, but can create practical difficulties in enforcement proceedings before the Court of First Instance and the Customs and Excise Department.

For companies that own real property in Hong Kong, the Land Registry records must be updated under the Land Registration Ordinance (Cap. 128). The Land Registry requires evidence of the name change (a certified copy of the new Certificate of Incorporation on Change of Name) to update the property ownership records. Stamp duty under the Stamp Duty Ordinance (Cap. 117) does not apply to a name change — there is no transfer of property, only a change in the company's name. Related documents used alongside a Company Name Change Notice include a Board Resolution authorising the name change process and a Company Registration Form for updating business registration records with the Inland Revenue Department.

A Company Name Change Notice in Hong Kong is needed immediately after the Companies Registry issues the new Certificate of Incorporation on Change of Name, to update all parties who deal with the company under its former name.

A company undergoing a rebrand — adopting a new trading name, corporate identity, or brand following a merger, acquisition, or strategic repositioning — needs to formally notify all banks, financial institutions, clients, suppliers, and regulatory bodies. Hong Kong banks including HSBC, Hang Seng Bank, Bank of China (Hong Kong), Standard Chartered, and DBS require the company to provide a certified copy of the new Certificate of Incorporation on Change of Name, a certified copy of the board resolution authorising the name change, and updated specimen signatures before they will update the account name on the company's bank accounts and banking mandates.

A company that has been acquired or that is joining a corporate group frequently adopts the group naming convention after the acquisition closes. The name change notice is a standard post-completion corporate action that must be completed within weeks of the change being approved by the Companies Registry to avoid confusion in ongoing business operations.

A company that has changed its ownership structure — for example, following a management buyout or the entry of a new strategic shareholder — may wish to change its name to reflect the new ownership. The name change process under Cap. 622 requires a special resolution of the current shareholders, regardless of whether the name is changing as part of a transaction.

A company whose current name contains the name of a former director, founder, or owner who has left the business may wish to change its name to remove the personal name association. Similarly, companies that have ceased to operate in a particular sector may wish to update their name to reflect their current activities.

A company that has had its business registration certificate, banking documents, contracts, licences, or insurance policies issued in the old name must arrange updates with each relevant authority and counterparty. The Inland Revenue Department (IRD) must be notified to update the Business Registration Certificate under the Business Registration Ordinance (Cap. 310). The Labour Department must be notified if the employer name on employment contracts needs updating. Any professional licences or regulatory approvals — from the SFC, Insurance Authority, HKMA, or Food and Environmental Hygiene Department — must be updated with the relevant regulator.

A Hong Kong Company Name Change Notice must include the following key elements to serve as an effective formal communication to banks, clients, counterparties, and regulatory bodies.

Company identification states both the former registered name and the new registered name of the company, together with the Companies Registry Number (CRN), which remains unchanged through the name change process. Providing the CRN confirms the continuity of legal identity to all recipients and demonstrates that no new company has been created. Both the English and Chinese registered names should be stated if the company has registered both under Section 78 of Cap. 622.

Reference to the Certificate of Incorporation on Change of Name identifies the date of issue of the new certificate by the Companies Registry under Section 107 of the Companies Ordinance (Cap. 622), confirming that the name change has been approved and is legally effective from the date stated on the certificate. A certified copy of the certificate should be enclosed with or attached to every notice issued to third parties.

Special resolution reference states the date on which the special resolution approving the name change was passed, confirming compliance with Section 107 of Cap. 622. For banks and financial institutions conducting Know Your Customer (KYC) reviews under the Anti-Money Laundering and Counter-Terrorist Financing Ordinance (Cap. 615), a certified copy of the special resolution may also be required alongside the new Certificate of Incorporation.

Continuity statement confirms that the change of name does not affect the company's legal identity, existing contractual rights and obligations, licences, registrations, or liabilities — all of which continue without interruption in the new name. Under Section 110 of Cap. 622, a change of company name does not affect any rights or obligations of the company, or render defective any legal proceedings by or against the company.

Registered office address confirms the company's registered office in Hong Kong (required under Section 658 of Cap. 622 to be a physical address in Hong Kong at which legal documents and notices can be served), and whether the registered office has also changed concurrently with the name change.

Updated contact information provides the new letterhead, email addresses, website, and other contact details reflecting the new company name, to enable recipients to update their records and direct future correspondence correctly.

Request for acknowledgement and record update asks each recipient to acknowledge receipt of the notice and to update their internal records, contracts, bank mandates, and correspondence systems to reflect the new name. For banks, specific instructions for updating account names and banking mandates should be provided separately through each bank's formal account amendment process.

Action items checklist — maintained internally — should track updates required with the Inland Revenue Department (IRD) for the Business Registration Certificate under the Business Registration Ordinance (Cap. 310), the Land Registry under the Land Registration Ordinance (Cap. 128) for any property owned, the Intellectual Property Department for trademark and patent records under the Trade Marks Ordinance (Cap. 559) and Patents Ordinance (Cap. 514), the Labour Department, and all relevant sector regulators.

Signatory and date confirms the notice is signed by an authorised officer (director or company secretary) of the company in its new name, with the date of issue. Forms-legal.com provides this Company Name Change Notice alongside a Board Resolution and Company Registration Form to support the complete name change process for Hong Kong companies.