company secretary qualification hong kong Secrets



A company secretary makes sure that the small business and its operation comprehensively comply with the regulations in the Hong Kong Organizations Ordinance. This features your statutory returns and keeping company data current.

(4) Should the order from the Court docket needs the company not to generate any, or any specified, alteration to its content, the company does not have power to make any these types of alteration without depart with the Courtroom. (five) The powers in the Court docket beneath this portion never limit its powers underneath part 287.

Cap 622 - Companies Ordinance 159 Segment: 427 Court may order assertion of conditions never to be despatched L.N. 163 of 2013 03/03/2014 (one) This portion applies if an software is created underneath portion 426(one)(b) or (three) in relation to a press release of situation presented by anyone to some company. (two) Should the Courtroom is glad that the individual has abused the usage of the assertion of circumstances or is using the assertion to protected needless publicity for defamatory make any difference, the Courtroom— (a) will have to immediate that copies on the assertion are not for being sent less than segment 426(1)(a); and (b) could purchase the individual, though not a party to the applying, to pay for the applicant’s costs on the appliance in complete or partly. (three) If your Court docket presents Instructions beneath subsection (2)(a), the company have to, within 15 times starting to the day on which the Instructions are presented— (a) mail a discover placing out the effect from the directions to— (i) each member with the company; and (ii) Until currently named as a celebration to your proceedings, the one that has presented the statement of situation on the company; and (b) produce a replica of the observe on the Registrar for registration. (four) In case the Court docket decides to not grant the applying, the company have to, inside 15 times starting to the date on which the choice is designed or on which the proceedings are discontinued for almost any cause— (a) give see of the choice to the person who has presented the statement of conditions to the company; and (b) ship a replica from the assertion of conditions to every member in the company and to that human being.

L.N. 163 of 2013 03/03/2014 If a company tends to make a distribution consisting of or together with a non-cash asset, and any part of the quantity at which the asset is mentioned in the referential economic statements signifies an unrealized gain, that Section of that amount is usually to be considered a realized revenue for the goal of figuring out, before or once the distribution, the lawfulness of your distribution in accordance using this type of Component.

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Cap 622 - Firms Ordinance 183 (two) To the purposes of the Division, a entire body corporate is to not be considered to be a shadow director of any of its subsidiaries by motive only that the administrators, or possibly a majority of the administrators, of your subsidiary are accustomed to act in accordance with its directions or instructions. Section: 492 Entire body corporate controlled by director L.N. 163 of 2013 03/03/2014 (one) For that needs of the Division, a entire body corporate is managed by a director if— (a) the director is entitled to physical exercise, or Command the exercise of, a lot more than 50% on the voting electricity at any typical Assembly of that entire body corporate; or (b) the directors, or possibly a vast majority of the administrators, of that physique corporate are accustomed to act in accordance While using the Instructions or Directions with the director. (two) In subsection (one), a reference to voting energy the workout of and that is managed by a director features voting electrical power the training of that is controlled by A further physique corporate In case the director is entitled to exercise, or Regulate the exercise of, a lot more than 50% from the voting ability at any typical meeting of that other system corporate. Part: 493 Quasi-loan L.N. 163 of 2013 03/03/2014 (one) For the applications of this Division, somebody tends to make a quasiloan to some director or an entity linked with a director if the individual— (a) agrees to pay for, or pays if not than pursuant to an settlement, a sum for that director or related entity— (i) on phrases which the director or connected entity (or another person on behalf with the director or related entity) will reimburse the individual; or (ii) in situations giving rise to the legal responsibility to the director or connected entity to reimburse the individual; or (b) agrees to reimburse, or reimburses or else than pursuant to an settlement, expenditure incurred by A different individual for the director or connected entity— (i) on phrases which the director or related entity (or A different particular person on behalf of your director or connected entity) will reimburse the person; or (ii) in circumstances giving increase to a legal responsibility about the director or linked entity to reimburse the individual.

(two) If a company’s auditor is from the opinion that the data in a very directors’ report for the fiscal 12 months just isn't per the monetary statements with the economical year, the auditor— (a) should state that belief in the auditor’s report; and (b) may well deliver that belief into the members’ consideration at a normal meeting.

6. An once-a-year return underneath part 662(one) should also include the following information in regard of your non-public company— (a) a statement the company has not— (i) since the day of the last return; or (ii) in the case of a primary return, since the day in the incorporation of your company, issued any invitation to the public to subscribe for any shares or debentures from the company; and (b) In the event the annual return discloses The reality that the volume of customers of your company exceeds 50, a statement that the surplus is made up wholly of persons who, underneath section eleven(2), are excluded during the calculation of the number of associates of the company. Aspect 3

L.N. 163 of 2013 03/03/2014 (1) A issue that right away before the commencement day* of the Division was contained during the memorandum of association of an existing company and was in power is, for all needs, to generally be thought to be a provision from the company’s content. (2) If a memorandum of association is registered on or following the commencement date* of this Division underneath the provisions aquiring a continuing effect less than Agenda 11, a problem contained in that memorandum is, for all needs, to generally be regarded as a provision of your company’s article content registered underneath the predecessor Ordinance. (three) If, prior to the commencement date* of this Division, a Particular resolution altering a affliction with the memorandum of association of an existing company was handed beneath section 8(one) or 25A(one) from the predecessor Ordinance and the alteration usually takes effect on or following that day, then the altered problem is, for all reasons, to become regarded as a provision of the company’s content registered underneath the predecessor Ordinance.

5. In the situation of the company that retains a branch sign-up of customers in accordance with section 636(1), the particulars in the entries in that sign-up needn't be A part of the once-a-year return if copies of People entries have not been acquired within the registered Place of work of the company. Individuals particulars ought to, so far as they relate to matters which might be necessary to be contained inside the annual return, be A part of the subsequent yearly return following copies of All those entries are gained for the registered Business with the company. Portion 2

L.N. 163 of 2013 company formations login 03/03/2014 (1) If the Registrar has reasonable induce to think that a registered non-Hong Kong company has ceased to have a area of small business in Hong Kong, the Registrar might ship into the company by publish a letter inquiring if the company has ceased to possess a spot of company in Hong Kong. (two) A letter need to be addressed— (a) to a certified agent in the registered non-Hong Kong company whose demanded particulars are proven in the businesses Register; or (b) if no needed aspects of approved Associates of the company are demonstrated in the Companies Sign-up, to any place of business set up through the company in Hong Kong.

L.N. 163 of 2013 03/03/2014 (1) A member of a repurchasing company could, on or before the date on which discover of an authorizing meeting on the company is offered, give notice to every other member of the company the member will not tender any shares held from the member to become purchased back by the company under the final supply. (two) A non-tendering member is just not entitled to tender any shares held with the member to become bought again via the repurchasing company beneath the final present whether or not that supply extends to Individuals shares.

(1) The elimination by an current company from its sign-up of company secretaries on or after the commencement date* of portion 650 of particulars demanded via the predecessor Ordinance but not essential by this Ordinance would not give rise to any duty to deliver a see on the Registrar underneath part 652.

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