A SECRET WEAPON FOR HONG KONG LISTING RULES COMPANY SECRETARY

A Secret Weapon For hong kong listing rules company secretary

A Secret Weapon For hong kong listing rules company secretary

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Segment 57A with the predecessor Ordinance, as in drive immediately prior to its repeal, continues to apply into a share certification, prospectus or administrators’ report issued prior to the commencement day* of part 179. 29. Variation of class rights: businesses possessing a share funds

Cap 622 - Companies Ordinance 106 (a) the company’s registered Business; or (b) a spot prescribed by rules built underneath portion 657. (two) A company ought to notify the Registrar on the position at which the register of debenture holders is stored. The notice must be in the required sort and sent to the Registrar for registration in fifteen times once the sign-up is initial kept at that area. (3) A company ought to notify the Registrar of any change (aside from a change on the handle of your company’s registered Business) within the place at which the sign up of debenture holders is saved. The observe needs to be in the required form and sent to the Registrar for registration within just fifteen days after the change. (four) Subsection (two) isn't going to require a company to inform the Registrar of the position at which the sign-up of debenture holders is saved— (a) if, in the case of a sign up that arrived into existence on or following the commencement day* of the Division, it has at all times been saved at the company’s registered Business; or (b) if— (i) quickly right before that commencement date*, the company stored a sign-up with the uses of segment 74A of the predecessor Ordinance; and (ii) on and after that commencement day*, that register is stored as being a sign-up of debenture holders to the uses of portion 308(one) on the area at which it had been saved immediately before that commencement day*.

(1) An present company needn't comply with any provision of the Ordinance demanding the company’s register of company secretaries to include particulars further to These expected because of the predecessor Ordinance right until— (a) the day to which the company can make up its initial once-a-year return produced as many as a date on or once the commencement date* of area 650; or (b) In case the company fails to do so, the final day to which the company must have created up that return. (two) Except the present company is usually a company fashioned and registered less than a provision of the predecessor Ordinance aquiring a continuing effect below this Timetable or by advantage of portion 23 in the Interpretation and Basic Clauses Ordinance (Cap 1), subsection (1) isn't going to use in relation to some company secretary of whom particulars are 1st registered on or following the commencement date* of section 650 (if the company secretary was appointed just before, on or following that date).

Cap 622 - Organizations Ordinance 226 (ii) 3 months once the finish of that accounting reference period of time, whichever could be the later; and (b) in the case of some other company— (i) 6 months once the anniversary in the company’s incorporation; or (ii) 3 months once the conclusion of that accounting reference period of time, whichever may be the later. (3) If a company has by a directors’ resolution less than part 371 or maybe a see shipped to the Registrar below that segment, shortened an accounting reference time period, the company will have to maintain a common Conference as its annual standard Conference inside of the next time period— (a) in the case of a private company or even a company constrained by ensure— (i) 9 months after the finish of your shortened accounting reference period; or (ii) 3 months after the day of the directors’ resolution, whichever may be the afterwards; and (b) in the case of another company— (i) six months following the finish in the shortened accounting reference period; or (ii) three months once the date of the administrators’ resolution, whichever could be the later on. (4) A personal company mentioned in subsections (1), (two) and (3) will not contain A non-public company that is certainly, Anytime in the economical calendar year, a subsidiary of the general public company. (5) If for any cause the Court docket thinks suit to do so, it may, on an application produced ahead of the close of the interval or else permitted for Keeping an annual general Assembly in respect of the economic year of the company, by purchase increase that period by a further interval specified in the purchase.

L.N. 163 of 2013 03/03/2014 (one) A registered non-Hong Kong company should supply a press release in the particulars of each specified charge produced by the company on home in Hong Kong of the company, together with a Accredited duplicate with the instrument (if any) creating or evidencing the charge, on the Registrar for registration in the registration period of time specified in subsection (6)(a). (2) The place— (a) a specified cost designed by a registered non-Hong Kong company on home in Hong Kong on the company— (i) is given in a debenture forming Component of a sequence by reference to every other instrument that contains the charge (whether or not also contained in the debenture); or (ii) is contained inside of a debenture forming A part of a collection (but not presented within the debenture by reference to every other instrument); and (b) each and every holder of the debentures on the collection is entitled equally to the good thing about the charge, the company is usually to be considered owning complied with subsection (1) in relation to the desired demand if the company delivers a press release of the particulars in the demand, along with a Qualified duplicate of an instrument

(one) In this Part, a duplicate of the instrument in relation to a demand delivered for registration is actually a Accredited duplicate if it is Licensed as a real duplicate—

A Hong Kong company secretary have to retain any papers necessary for government examination if vital. They preserve the company’s company formation fees statutory documentation and update the files if their details changes.

Section: 755 Court could make vesting buy L.N. 163 of 2013 03/03/2014 (one) On software by a person who— (a) promises an curiosity in any home or proper disclaimed underneath section 753; or (b) is issue to some legal responsibility in respect of this kind of house or appropriate that isn't discharged because of the disclaimer, the Court may make an get to the vesting with the house or appropriate in, or its supply to, somebody entitled to it, or an individual subject into the legal responsibility described in paragraph (b), or perhaps a trustee for anyone so entitled or topic. (two) An buy can be made over the conditions which the Court thinks fit. (3) An buy for your vesting of a house or appropriate in, or its delivery to, someone issue to some legal responsibility described in subsection (one)(b), or perhaps a trustee for the person, may well only be manufactured if it appears to your Court docket that It will be just to take action for the purpose of compensating the individual in regard of the disclaimer. (four) Around the building of the order for your vesting of a assets or suitable in, or its supply to, somebody, the assets or appropriate is vested in the individual without conveyance, assignment or transfer. Portion: 756 Liabilities of directors and so forth. of dissolved company proceed L.N. 163 of 2013 03/03/2014 Even though a company is dissolved under this Section, the liability (if any) of every director, manager and member of the company proceeds and will be enforced as If your company experienced not been dissolved. Part: 757 Registrar might act as dissolved company’s or liquidator’s consultant

Cap 622 - Providers Ordinance 211 members in accordance with paragraph (b). (3) The company ought to mail the copies (or if copies are sent to members on diverse days, the 1st of These copies) not much more than 21 times right after it becomes subject to your need below subsection (1) to mail the copies. (four) If your company sends a duplicate of a proposed written resolution or statement by which makes it obtainable on an internet site, the duplicate is not validly sent for the purposes of this Subdivision Except if the copy is accessible on the website all through the time period— (a) commencing to the circulation day; and (b) ending over the day on which the resolution lapses under portion 558. (5) For your needs of subsection (4), a failure to create a copy of a proposed composed resolution or assertion accessible on a web site all over the interval mentioned in that subsection will be to be disregarded if— (a) the duplicate is created accessible on the web site for Portion of that interval; and (b) the failure is wholly attributable to situation that it would not be fair to own anticipated the company to prevent or stay clear of. (six) The company must make sure that the duplicate of the proposed prepared resolution despatched to an suitable member is accompanied by guidance regarding— (a) how you can signify agreement on the resolution beneath portion 556; and (b) the day by which the resolution needs to be handed if It is far from to lapse below area 558.

Segment: 522 Person have to not make payment for loss of Business to director or former director in connection with transfer of company’s enterprise or residence

(three) A company is not required to deliver a discover under this segment in relation to an alteration of share cash involving an allotment of shares. Be aware— For an allotment of shares, area 142 demands a company to provide a return with the allotment into the Registrar for registration. (four) If a company contravenes subsection (one), the company, and each liable human being from the company, commit an offence, and every is liable to the good at level four and, in the situation of a continuing offence, to an extra high-quality of $seven-hundred for day after day during which the offence proceeds. Portion: 172 Redenomination of share cash L.N. 163 of 2013 03/03/2014 (1) A restricted company might, by resolution from the company, transform its share funds or any class of shares from a single currency to a different forex. This is known as a redenomination. (two) A resolution below this segment could authorize a confined company to redenominate its share funds— (a) on more than one situation; (b) in a specified time or in specified situation. (three) A redenomination isn't going to have an impact on any legal rights or obligations of associates under the company’s content, or any limits influencing members beneath the company’s articles or blog posts. (4) In particular, it doesn't influence any entitlement to dividends (which include entitlement to dividends in a certain currency), voting legal rights or legal responsibility in respect of quantities remaining unpaid on shares (which include liability in a selected currency). (five) For the applications of this portion, the company’s content contain the phrases on which any shares within the company are allotted or held. (6) A confined company’s content articles may possibly exclude or prohibit the workout of an influence conferred by this section.

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