Unlocking New Horizons: Company Re-domiciliation Regimes in Hong Kong and Singapore

At Eversheds Sutherland, we understand that redomiciliation is increasingly viewed as a strategic move to align corporate structure with operational realities globally. Various jurisdictions, such as the UK, are mulling introducing domiciliation regimes, while others such as Delaware, Luxembourg, and Switzerland, have had such regimes for several years. In our ‘Unlocking EU Mobility’ post we explore the landscape for cross-border reorganisations within the EU and the EEA. Recently, companies with significant business presence in Asia can now do so by changing their legal domicile to Hong Kong or Singapore.

Our International Corporate Reorganisations (ICR) team helps clients to unlock new horizons. Positioned at the heart of Asia, Hong Kong and Singapore serve as vital conduits for global trade. Hong Kong’s proximity to Mainland China and Singapore’s role in ASEAN make them ideal hubs for multinational corporations looking to consolidate operations in Asia, and are well known for their robust legal frameworks, strong financial systems and resilient economies that support cross-border trade and investment.

Introduction to Re-domiciliation

Company re-domiciliation is the process by which a company transfers its legal domicile from one jurisdiction to another while maintaining its original legal identity. This allows companies to migrate their place of incorporation without the need for dissolution or re-incorporation, preserving their corporate identity and ensuring operational continuity (e.g., existing contracts). Company re-domiciliation has been commonly used for benefiting from more favourable legal, tax, regulatory, or business environments.

Both Hong Kong and Singapore have introduced “inward” re-domiciliation regimes to attract foreign companies by offering streamlined and efficient ways to re-domicile there, but which do not permit “outward” re-domiciliation to an overseas jurisdiction.

Hong Kong’s re-domiciliation regime was recently introduced in May 2025 and is broadly aligned with best international practice in that it provides for a court-free procedure to re-domicile subject to satisfaction of certain qualifying criteria.

Singapore’s re-domiciliation regime was introduced in 2017 as part of part of Singapore’s broader strategy to attract multinational corporations seeking a stable, business-friendly environment in Asia and similarly is aligned with best international practice in providing for a court-free procedure.

Considerations in Re-domiciling to Hong Kong or Singapore

Companies commonly choose to re-domicile to Hong Kong or Singapore primarily for strategic business, legal, and tax advantages, and in particular based on their Asian focuses.

Hong Kong is a well-known gateway to China and also broader Asia, offering unmatched proximity to the Chinese market combined with a simple, low-tax regime with no capital gains tax or VAT but with access to an extensive network of double taxation agreements. Singapore is also a well-known gateway to Asia, in particular for ASEAN economies, and also has a simple, low-tax regime with no capital gains tax but with a 9% goods and services tax. Both have numerous Free Trade Agreements and offer a corporate tax rate that is comparatively lower than many other developed countries of 16.5% (Hong Kong) and 17% (Singapore).

In terms of re-domiciliation, Hong Kong’s re-domiciliation regime has been engineered to focus on administrative ease without economic substance requirement. This reduces compliance burdens and allows companies of all sizes to benefit from the regime including startups and holding companies. The regime also provides for unilateral tax credits to mitigate double taxation issues and offers special tax deductions for expenditure before relocation.

Singapore’s re-domiciliation regime baseline eligibility criteria is similar to that of Hong Kong’s. However, Singapore’s regime is targeted at larger and more established companies with its size threshold and part of Singapore’s positioning as a hub for multinational corporations’ regional or global headquarters.

Overseas companies operating or listed in Hong Kong / Singapore may find it advantageous to relocate their legal domicile to Hong Kong / Singapore to streamline regulatory compliance and reduce the costs associated with managing dual regulatory burden in their original jurisdiction and Hong Kong / Singapore. Redomiciling to either location would also allow companies seeking to align OECD’s BEPS initiative and principles while maintaining tax efficiency.

Practical Tips in Considering Re-domiciliation

When contemplating company re-domiciliation, prior planning and preparation are key. Some practical tips in our experience include:

Verify eligibility to re-domicile: this goes beyond confirming you meet Hong Kong or Singapore’s criteria and also testing whether your current country of domicile for emigration (“outward” re-domiciliation). Not everywhere permits this and so alternative methods of re-domiciling may become necessary.
Assess tax implications: undertake tax planning to confirm that any expected tax savings will materialise, and to understand the future obligations and implications of taxation in Hong Kong or Singapore post re-domiciliation.
Review existing contracts prior to re-domiciliation: certain of the businesses’ contracts may contain provisions that impose prohibitions or restrictions on re-domiciliation without their prior consent (e.g. bank loan documents). To avoid inadvertently breaching such clauses, a review of the contracts of the business (or a subset of them) to identify any such clauses is prudent. Such review can be accelerated through AI and may not be as expensive as one may expect.
Plan for compliance: understand the future regulatory obligations in Hong Kong or Singapore prior to re-domiciliation and train staff on those obligations to ensure that you are compliant from day one of re-domiciliation and any specific permits or licences you may require in either location are in progress or obtained prior to re-domiciliation.
Get help: re-domiciliation requires dealing with a combination of legal, accounting, tax, commercial and operational considerations and issues. To ensure a smooth transition and any planned re-domiciliation happens on time, look to engage advisers early on who can help guide you through the process and ensure timetables are met.

Brief Overview of Key Technical Requirements

Below is a table summarising the key qualifying criteria for each of Hong Kong and Singapore:

Requirement	Hong Kong	Singapore
Company Type	Must be same / substantially similar to HK company types: private / public limited company by shares, or unlimited company with share capital	Must be a body corporate that can adapt its legal structure to the companies limited by shares structure under the Singapore Companies Act
Law of the Current Jurisdiction	The law of the current jurisdiction of the applicant company (“Current Jurisdiction Law”) must allow outward re-domiciliation	The Current Jurisdiction Law must allow outward re-domiciliation
Shareholders’ Approval	Required in accordance with the Current Jurisdiction Law; if it is not required under Current Jurisdiction Law, 75% shareholder consent is needed	Required in accordance with the Current Jurisdiction Law
Financial Requirements	Must show solvency (i.e., able to pay its debts as they fall due during the 12 months from the application date)	Must show solvency (i.e., able to pay its debts as they fall due during the 12 months from the application date, assets must exceed liabilities (including contingent liabilities)). Must also not be under judicial or administrative management and not in liquidation or being wound up. If the foreign corporate entity is intending to commence winding up within 12 months of its application for re-domiciliation, it must be able to pay its debts in full within 12 months after the date of commencement of winding up.
Size	N/A	Must satisfy any 2 of the following criteria: the value of its total assets exceeds S$10 million; its annual revenue exceeds S$10 million; it has more than 50 employees. For a parent holding company, the criteria will be assessed on a consolidated basis. For a foreign corporate entity that is a subsidiary, the criteria applies on a single entity basis unless there is a Singapore-incorporated or re-domiciled parent company.
Minimum Operation Period	Incorporated for at least 1 financial year prior to application	Incorporated for at least 1 financial year prior to application

The materials on the Eversheds Sutherland website are for general information purposes only and do not constitute legal advice. While reasonable care is taken to ensure accuracy, the materials may not reflect the most current legal developments. Eversheds Sutherland disclaims liability for actions taken based on the materials. Always consult a qualified lawyer for specific legal matters. To view the full disclaimer, see our Terms and Conditions or Disclaimer section in the footer.