Company Secretary Services in HongKong
Every company, be it an offshore company or a company registered in Hong Kong, requires to appoint a company secretary. A company secretary is one of the company's key officers who is appointed as per the requirements of the law. As per section 474(1) of the Companies Ordinance (Cap 622), a company has to have a company secretary. Hence Company secretary services in Hong Kong are required for all forms of companies.
When a company is incorporated, the companies have to file the company secretary's appointment with the registrar. This provision is under section 67 of the Companies Ordinance. There are specific requirements that the company has to fulfill for the appointment of a company secretary.
Under section 474(5) the companies’ ordinance, the company secretary can act as the deputy company secretary of the company. If required, the registrar of companies will appoint a company secretary according to the provisions of section 474 of the company’s ordinance (Cap).
Why is Company Secretary Services in Hong Kong Required?
Comply with the Law
As per the Companies Ordinance of Hong Kong, every company is required to have a company secretary. The company must comply with the law as per the companies’ ordinance. Under section 474 of the companies’ ordinance, a company incorporated in Hong Kong must appoint a company secretary.The appointment of the company secretary has to be filed with the registrar of companies to be compliant.
Carry out Formalities
Company secretary services in Hong Kong are performed to be compliant with the law. Apart from this, a company secretary is appointed as an officer of the company to carry out different formalities. Some of these formalities are not limited to company registration but also include corporate governance requirements.
Administration in the Company
As an executive in the company, the main activities carried out in the company will be looking after the records of companies, attending board meetings on behalf of the company, taking the minutes of the board meetings for the company. Company secretaries would know the legal and fiscal formalities which a business has to adhere to.
Eligibility Criteria for a Company Secretary in Hong Kong
Under the Companies Ordinance (Cap) of Hong Kong, every company, whether it is a private limited company or a public limited company, must have a qualified company secretary. Even offshore companies require a company secretary. Hence company secretary services in Hong Kong are a requirement for all forms of companies. The following criteria have to be satisfied with appointing a company secretaryL
- The company secretary's appointment for a company in Hong Kong (HK) has to comply with the Companies Ordinance of Hong Kong.
- The company secretary must be a resident of Hong Kong.
- Under section 474 of the Companies Ordinance of Hong Kong, a company has to appoint a company secretary.
- A company secretary appointed by the company has to be a natural person residing in Hong Kong.
- A company secretary can also be a body corporate. If a body corporate is appointed as a company secretary, then it must have a registered office, and the place of doing business must be appropriately mentioned.
- A director of a company is allowed to be appointed as a company secretary of the company. This provision is present under section 476(1) of the Companies Ordinance (cap 622).
- A body corporate can be appointed as a company secretary of the company. However, if a company has only one director, then a body corporate cannot be appointed as the individual director. If the company has a director who is a natural person (individual), then another director who is a body corporate can be appointed as a company secretary. This provision is present under section 275(2) and 275(3) of the companies’ ordinance.
- A company or an entity must keep records of the register of company secretaries. This register has to be kept either in English or Chinese Language. This provision comes under section 648 of the Companies Ordinance. The register of company secretaries must be kept in the place of business premises. This must be kept at the registered premises of the business.
- If the company secretary is a natural person, then the following information is required from the company secretary:
a) According to the Companies Ordinance, the following information of the company secretary is required, such as the full name of the company secretary and the address of the residence of the company secretary.
b) Apart from this, the correspondence address must be mentioned.
c) Every company secretary would have an ID card which is issued by the official authority of Hong Kong. The ID card has to be under the requirements of the authority. If there is no ID card, then other documentation must be issued, such as the passport.
d) If the company secretary is a body corporate, then the registered office address of the body corporate is required.
e) In case the company is a partnership firm, then the firm's name, along with the registered address of the firm's main office, must be considered.
Main Regulatory Body
The main regulatory body for company secretary services in Hong Kong is the Companies Ordinance (Cap 622) and the registry of companies of Hong Kong. The Companies Ordinance makes it mandatory for a company to appoint a company secretary. Once the company secretary is appointed in the company, the appointment must be reported to the companies' registry.
Procedure for Appointment of Company Secretary in Hong Kong
A company is required to appoint a company secretary as per section 474 of the Companies Ordinance (Cap 622) of Hong Kong.
Under the procedure, a resolution is taken to appoint the company secretary.
- Suppose the company does not appoint a company secretary under the above section, then the registrar will take control when it comes to the appointment of the company secretary of the company. Under section 476(1) of the companies’ ordinance, the register will ensure that the company secretary is appointed according to sections 474 and 475 of the Companies Ordinance provisions
- Compliance is required to be followed by the company under the companies’ ordinance.
Responsibilities of a Company Secretary
A company requires company secretary services in Hong Kong to be compliant with the legal formalities. A third party-consultant can provide company secretary services in Hong Kong. A company secretary is responsible for carrying out the following in a company:
Maintaining Records of the Company
An incorporated company has to maintain specific records of the company. These records have to be filed with the requisite authorities, such as the company registry. All compliances related to corporate governance have to be filed with the companies’ registry. The company secretary also has to amend the company's internal records if there is any form of change of information. For example, if there is more number of shareholders added to the meeting or the appointment of shareholders is conducted, the company secretary must make the changes in the registry of members and shareholders. This must also be intimated to the companies’ registry.
Attending Board Meetings of the Company
Under section 429 of the companies’ ordinance of Hong Kong, a copy of the meetings must be laid before the directors of the company. According to section 391 of the Companies Ordinance (Cap 622), the directors and the company secretary have to sign the report. According to section 618, the members of the general meeting's resolution has to be signed by the directors or the company secretary of the company. Apart from this, the company secretary is responsible for handling the minutes of the company's general meeting. Under company secretary services in Hong Kong, the company must ensure that the company secretary maintains the minutes meeting. The company secretary must also prepare the main agendas of the meeting of the company.
Filing Compliances with the Registry
According to section 653 of the Companies Ordinance, company secretaries are required to provide notice regarding the company's registration of company secretaries. Apart from this, all the post-incorporation compliances have to be filed by the company secretary of the company with the registry. If there are any changes in the company structure, such as an increase in the number of shareholders or directors, this must be filed with the companies’ registry.
Partnering with Stakeholder
One of the company secretary's main responsibility is to partner with different stakeholders, which help the company carry out its activities. A company seeking company secretary services in Hong Kong must ensure to recruit a company secretary to coordinate with different stakeholders. Such stakeholders will be government authorities, tax authorities, company registry, and revenue authorities.
Ensuring Tax Compliance
A Company seeking company secretary services in Hong Kong has to ensure to comply with the relevant tax laws of the country. The company secretary has to ensure that adherence is followed as prescribed by the Inland Revenue Authority of Hong Kong (IRAS)
Enterslice Advantage Company Secretary Services in Hong Kong
At Enterslice, we have expert professionals who can assist you in developing your business globally. Our professionals have assisted businesses in company secretary services in Hong Kong. Using Enterslice company secretary services in Hong Kong will provide you the following advantages:
- We will advise you on the procedure for the appointment of company secretaries in Hong Kong as per the companies’ ordinance.
- We also offer documentation support on company secretary services in Hong Kong.
- We offer end-to-end consultation for our clients.
- We have a multi-disciplinary team of professionals dealing with business incorporation services throughout the world.