How Important is a Company Secretary in Hong Kong?

It is compulsory to appoint a company secretary in Hong Kong which makes its role important! This article details the reasons and considerations of the role of company secretary.

The role of a company secretary in Hong Kong

A company secretary plays a complex, multi-faceted and very important role within a company or organization.

The company secretary is the company’s named representative on legal documents, and it is their responsibility to ensure that the company and its directors operate within the law. It is also their responsibility to maintain company records, such as lists of directors and shareholders, and annual accounts.

The company secretary is mainly responsible for arranging meetings, preparing minutes of meetings of the company, maintaining statutory books, filing statutory returns with the Companies Registry.

It also has the responsibility of ensuring compliance with the statutory and stock exchange requirements, registering share transfers, monitoring changes in relevant legislation and the regulatory environment, and taking appropriate action. To that end, it will be liaising with lawyers and auditors and government bodies.

Who can be company secretary?

In Hong Kong, according to Section 474 of the Companies Ordinance (Cap.622) provides that every company must have a company secretary. There may, however, be joint secretaries. The sole director of a private company cannot be appointed also as the company secretary of the company.

A private company with only one director cannot appoint as company secretary a body corporate the sole director.

The company secretary must be a Hong Kong resident or a body corporate having its registered office or place of business in Hong Kong.

A company secretary should have well knowledge and experienced to ensure the ability to commit the jobs mentioned above.

The roles and responsibilities of company secretaries in Hong Kong have increased substantially and become more complex as demands for better corporate governance have grown.

If you have a good company secretary, it can help you to cut costs associated with acquiring your own office, register the company faster, and enjoy the services of a professional company secretary, and your company will probably achieve a higher valuation.

MyBusiness in Asia’s responsibilities and offering for corporate secretary services

We have extensive experience helping our clients with all aspects of corporate secretarial services in Hong Kong, from company establishment to annual maintenance filings and other filings and coordination with the Hong Kong Companies Registry and Business Registration Office to the deregistration and winding up process.

Below is a list of general secretarial services we provide:

• Acting as name company secretary of the Hong Kong company with MyBusiness in Asia
• Preparing annual returns and corresponding filings with the Companies Registry
• Preparing documents in relation to the annual general meeting
• Keeping and updating statutory books and records
• Preparing documents in relation to share transfers and filings with the Stamp Office for stamping
• Preparing documents and corresponding filings with the Companies Registry in relation to the following:

1. Change of director and/or company secretary
2. Change of registered office address
3. Change of name
4. Share allotment
5. Consolidation or subdivision of share capital

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