Foreword
At the end of 2025, a Shenzhen‑headquartered corporate‑services firm planned to expand into the Hong Kong market, offering Hong Kong company registration, secretarial services and registered‑address hosting. Under Part 5A of Hong Kong’s Anti‑Money Laundering and Counter‑Terrorist Financing Ordinance, any person carrying on a trust or company‑service business in Hong Kong must first apply for a TCSP licence from the Registrar of Companies. Operating without a licence constitutes a criminal offence.
When the client approached us, less than four months remained before their planned launch date. We supported them through corporate‑structure review, fit‑and‑proper assessment documentation, anti‑money‑laundering (AML) framework development and end‑to‑end licence application. From submission to approval, the process took approximately two‑and‑a‑half months, and the TCSP licence was successfully granted well ahead of their scheduled opening.
01 Client Background
Client: A Shenzhen‑based corporate‑management consultancy (hereafter “the Client”)Core Business: Mainland corporate‑services including agency company registration, financial‑tax advisory and industrial‑and‑commercial change filings.Expansion Plan: In late 2025, the Client resolved to set up a wholly‑owned subsidiary in Hong Kong to deliver Hong Kong company registration, statutory secretarial services and registered‑address facilities for Mainland enterprises expanding overseas.Company Profile: The Client had already incorporated a limited company in Hong Kong with a valid Business Registration Certificate, though no trust or company‑service activities had commenced. The Hong Kong entity had two directors (both Mainland residents, not Hong Kong permanent residents), no physical Hong Kong business address and zero AML‑compliance documentation.
Key Case Point: A licence is mandatory for any business that provides one or more of the following services: forming bodies corporate or other legal persons; appointing or arranging for other persons to act as directors or company secretaries of bodies corporate; providing a registered or business address; and acting as a nominee shareholder. The services the Client intended to offer ‑‑ Hong Kong company‑registration agency work, statutory secretarial services and registered‑address provision ‑‑ all fall within the licensable scope. Upon conviction, unlicensed operation carries a maximum fine of HK$100 000 and six months’ imprisonment.
02 Client Concerns & Challenges
The Client faced five major obstacles:
1. Fit‑and‑Proper Test
Every director and beneficial owner of a corporate TCSP applicant must pass the Registrar of Companies’ Fit‑and‑Proper assessment. Both of the Client’s directors were Mainland residents unfamiliar with Hong Kong compliance rules and were concerned about clearing the background vetting. In addition, relevant guidance requires full disclosure of criminal, compliance and bankruptcy records, including spent convictions.
2. Hong‑Kong‑based Physical‑Address Requirement
A TCSP applicant must supply a valid Hong Kong business address matching the address shown on its primary Business Registration Certificate (not a Branch Registration Certificate). The Client’s initial plan to use a hosted address from a secretarial firm did not satisfy the TCSP physical‑address criteria.
3. No Pre‑Existing AML Framework
The TCSP licensee is obligated to implement a robust anti‑money‑laundering and counter‑terrorist‑financing compliance regime. The Client had no prior exposure to AML compliance and held no relevant policies or operational workflows.
4. Appointment of Compliance Officer and MLRO
A TCSP licensee must appoint at least one Compliance Officer and one Money‑Laundering Reporting Officer (MLRO). The Client lacked clarity on the roles’ duties and eligibility criteria.
5. Tight Application Timeline
The standard TCSP review cycle is roughly two‑and‑a‑half months. The Client contacted us in mid‑December 2025 targeting an April 2026 launch. The Lunar‑New‑Year holiday fell within this window, leaving very limited turnaround time.
03 Solution: Four‑Phase Implementation Plan
Tailored to the Client’s circumstances, we delivered a four‑stage project roadmap:
Phase 1: Corporate‑Structure and Personnel Compliance Review (Dec 2025 ‑ Jan 2026)
① Hong Kong company administration and Business Registration update Although the Client’s Hong Kong limited company was already incorporated, its Business Registration Certificate did not list trust‑and‑company‑services as a permitted business activity. We assisted in filing Form IRBR1 with the Inland Revenue Department’s Business Registration Office to amend the business‑nature description to “Trust and Company Services” and obtained the updated certificate.
Important Note: A valid primary Business Registration Certificate (not a Branch Registration Certificate) must be attached to the TCSP application. The business‑scope update must therefore be completed before licence submission.
② Secure a physical Hong Kong business address We helped the Client lease a formal office in Wan Chai, execute a tenancy agreement and register this premises as the business address on the Business Registration Certificate, which also became the official licensed address for the TCSP.
③ Prepare Fit‑and‑Proper assessment materials for directors
Supported both directors in completing the Fit‑and‑Proper Statement (Form TCSP4)
Guided preparation of identity documents, curriculum vitae and evidence of past employment
Emphasised full disclosure of all historical records, including spent convictions. Omission of information is a common cause of refusal or processing delays.
Remark: There is no statutory requirement for non‑Hong‑Kong‑resident directors to submit original police‑clearance certificates or appoint a local Hong Kong correspondent. Nevertheless, we recommend having these documents ready on a precautionary basis.
Phase 2: Develop AML Compliance Regime (Jan 2026 ‑ Feb 2026)
We drafted an AML compliance‑policy statement and procedural summary meeting the Companies Registry’s requirements, covering the core elements below:
Customer Due Diligence (CDD): Client‑identity verification, beneficial‑owner identification, understanding of business activities and source‑of‑funds checks
Record‑keeping: Mandatory retention of CDD files and transaction records for a minimum of five years
Suspicious‑activity awareness: Procedures for submitting Suspicious‑Activity Reports to the Joint Financial Intelligence Unit (JFIU)
For early‑stage TCSP applicants, the Companies Registry prioritises demonstrated understanding of and commitment to AML obligations rather than overly‑complex documentation.
Phase 3: Appoint Compliance Officer and MLRO (Feb 2026)
One director was appointed as Compliance Officer and the other as Money‑Laundering Reporting Officer. We prepared and retained formal appointment letters and detailed job descriptions for both roles.
Clarification: Neither officer is legally required to be a Hong Kong resident. It is, however, strongly advisable for at least one appointee to be readily available to handle local compliance matters, for example receiving official government correspondence or attending potential on‑site inspections.
Phase 4: Application Submission and Progress Follow‑Up (Feb 2026 ‑ Mar 2026)
① Complete and lodge application forms
Prepared the main TCSP application form (TCSP1) and supplementary information schedules (TCSP1‑SIS, TCSP1‑SIS2A)
Filed individual Fit‑and‑Proper Statements (TCSP4) for each director subject to assessment
Submitted the full application package electronically through the dedicated TCSP portal operated by the Companies Registry
② Respond to registry enquiries and supply supplementary information Around six weeks after filing, the Companies Registry requested further details regarding CDD operational workflows within the Client’s AML framework. We supplied enhanced documentation outlining identity‑verification steps and risk‑rating protocols, upon which the application was approved.
04 Project Outcomes
Total turnaround: Approximately 2.5 months from application submission to licence grant. Including pre‑application preparation, the full project ran for roughly four months (this timeframe covers the Lunar‑New‑Year break and supplementary‑information review period), consistent with official processing benchmarks.
Licence particulars:
Licence validity: 3 years
Licensed business address: Wan Chai, Hong Kong (the Client’s leased physical office)
Key Deliverables:
The Client was successfully awarded its TCSP licence and can lawfully provide Hong Kong company‑registration agency, statutory secretarial and registered‑address services.
A foundational compliance framework satisfying regulatory requirements from the Companies Registry was established.
Commercial operations officially commenced in April 2026 as scheduled.
Client Testimonial
“At first we thought obtaining a TCSP licence was simply a matter of filling out forms and paying fees. We had no idea how extensive the compliance obligations are ‑‑ fit‑and‑proper evaluations, anti‑money‑laundering policies, officer appointments and much more. Without expert support we would not have known where to begin. Your team not only secured our licence, but also built a complete compliance infrastructure for us. Our post‑launch operations have run very smoothly.”‑‑ Representative of the Shenzhen corporate‑management consultancy.
05 Key Takeaways from the Case
The TCSP licence is a non‑negotiable regulatory requirement for secretarial‑service providersSince 1 March 2018, any person carrying on trust‑or‑company‑service business in Hong Kong (including company‑registration agency work, statutory secretarial services and registered‑address provision) must hold a valid TCSP licence. Unlicensed activity may result in a fine of HK$100 000 and six‑month imprisonment upon conviction.
The Fit‑and‑Proper assessment forms the core of licence vettingAll directors and beneficial owners of a corporate applicant must pass the Registrar’s Fit‑and‑Proper review, which evaluates criminal‑record history, bankruptcy status and commercial reputation. Full, truthful disclosure of past records is critical; incomplete disclosure risks rejection or prolonged delays.
An AML regime must be implemented but need not be excessively elaborateTCSP licensees are legally bound to operate a functional anti‑money‑laundering and counter‑terrorist‑financing system. New‑start applicants should focus on demonstrating clear awareness of their compliance duties, rather than submitting unnecessarily complicated policy manuals.
A physical Hong‑Kong‑based business address is an essential preconditionThe licensed business address must be a genuine Hong‑Kong physical address matching the address stated on the Business Registration Certificate. Virtual hosted addresses and post‑office boxes do not meet the statutory criteria.
Formal appointments are required for the Compliance Officer and MLRO rolesEvery licensee shall appoint a minimum of one Compliance Officer and one Money‑Laundering Reporting Officer. While Hong‑Kong residency is not mandatory, at least one appointed officer should be able to attend to local compliance‑related matters conveniently.
TCSP licences are valid for three years; renewal applications must be filed earlyLicences expire after three years. Renewal submissions must reach the Registrar no later than 60 days before expiry. No grace period applies. If the renewal application is not submitted within this deadline, the licensee must immediately cease all trust‑and‑company‑service activities and submit a brand‑new licence application.
06 Professional Guidance ‑ Ongoing Compliance Obligations for TCSP Licensees
Grant of a TCSP licence does not represent permanent, unconditional approval. Licensees must fulfil continuing regulatory duties:
Annual compliance filings: Submit periodic AML‑related returns to the Companies Registry.
Notification of changes: Report alterations to beneficial owners, partners or directors to the Registrar within one month of the change taking effect.
Prior‑approval requirement for new stakeholders: Obtain the Registrar’s consent before adding new beneficial owners, partners or directors.
Pre‑notification for cessation of business: Inform the Registrar in advance if you intend to stop providing trust‑and‑company‑services.
Document retention: Keep all customer‑due‑diligence and transaction‑related records for at least five years.
If your organisation is planning to launch trust‑or‑company‑services operations in Hong Kong, please feel free to contact us for support: ✅ You intend to offer Hong Kong company‑registration agency, secretarial or registered‑address hosting services ✅ You wish to apply for a TCSP licence and require step‑by‑step guidance ✅ You need to assess whether your directors or beneficial owners satisfy the Fit‑and‑Proper criteria ✅ You require assistance building your anti‑money‑laundering compliance framework
Speak to our consultant today to receive your complimentary Hong Kong TCSP‑licence application guide and book a one‑on‑one advisory session with our compliance specialists.