According to the Hong Kong Companies Ordinance
, any type of legal entity must have a company secretary
. The individual acting in this capacity can also be one of the other members like one of the directors or another company that provides these services and has the main place of business in Hong Kong. The company secretary must be a Hong Kong resident
The attributions of a company secretary in Hong Kong
The company secretary will be in charge of several important tasks. These are mainly organisational attributions, certain management tasks and actions that are relevant to the good functioning of the company. The company secretary will:
- prepare and keep the company’s statutory records: the register of shareholders, the register of directors;
- arrange meetings and prepare the minutes of these meetings;
- prepare and submit the annual return;
- make changes to the company name and registered address and submit them to the Companies Registry;
- enforce tax and law compliance;
- opening bank accounts
and handling other banking matters, subject to a power of attorney that will allow for these attributions;
The company secretary will also have a key role in case of joint stock companies that are listed on the Hong Kong Stock Exchange or the Securities and Futures Commission
. The fact that the secretary does handle the relationship with many different statutory bodies is further proof of the importance of selecting an individual who will perform this role diligently.
The company secretary is the one that can help the company founders change the name of the legal entity. This type of change to the company particulars is common and a secretary will help prepare the needed documents, as in many other cases.
The Hong Kong Companies Registry offers statistical data concerning the number of newly incorporated companies, as well as the companies that have changes names. The data is offered on a weekly basis and the information available for the final months of 2021 was the following:
- 27-09-2021 - 03-10-2021: 2,135 documents were submitted to the Companies Registry to incorporate new companies or change the names of registered companies;
- 04-10-2021 - 10-10-2021: 1,983 newly incorporated or registered companies name changes documents that were submitted to the Registry;
- 25-10-2021 - 31-10-2021: a total of 2,420 records to incorporate new companies or change the names of existing companies were submitted;
- 01-11-2021 - 07-11-2021: 2,619 records were submitted for companies that were either incorporated or changed their names.
The company secretary plays an important role in these submissions to the Hong Kong Companies Registry. If you would like to know more about the role and attributions of the company secretary, you can read out list of frequently asked questions below.
Company formation in Hong Kong is a straightforward process and foreign investors are fully permitted to incorporate a locally registered company. The fact that the legal entity has mandatory requirement for a local company secretary is not burdensome on investors, in fact, the role of the secretary is an important one and it also allows the company founders to focus on pressing matters thar relate to growing the business, rather than handling administrative tasks. What’s more, when a professional fulfills the role of company secretary in Hong Kong, the company owner(s) will rest assured that the submissions take place as needed and that the secretary properly handles the communications with the local authorities.
Hong Kong company secretary FAQ
Appointing a company secretary takes place during the initial company formation stages. Our team of incorporation experts answers a few common questions below, so that you may understand the role of the secretary and the general requirements for this position.
If you need assistance during the registration of a local limited liability company, our team will provide you with adequate solutions.
Can the company director act as company secretary?
As previously mentioned, a company director or shareholder can act as company secretary, however, only in those cases in which the director/shareholders is not the sole one in the company. When this is the case, as a private limited liability company in Hong Kong can be incorporated by a single shareholder who can also act as director, the founder will need to appoint a company secretary. One should also keep in mind the requirement for residency in case of a secretary who is a natural person. When the company has more than one director/shareholder who wishes to take this role, the residency requirement will need to be fulfilled.
What are the qualifications needed when hiring a secretary in Hong Kong?
A company secretary in Hong Kong has a number of important roles and, as such, the individual acting in this capacity should demonstrate a number of skills, with or without previous experience, as may be the case. Some of these include: being a good communicator, having excellent organizational skills, having teamwork and problem-solving skills, as well as being able to effectively work within a team. The company secretary should also show good diplomatic skills and should, at all times, act in the best interest of the company. The secretary will essentially represent the company in many situations, this is why choosing to work with an individual that fulfills many of these skills can be important for the success of the company in Hong Kong.
How do I choose a company secretary?
The company secretary can be appointed following a recruitment process. The job advertisement will focus on the skills mentioned above, and the company will also provide specific information about the tasks that will be handled by the company secretary, as may be the case in the industry in which it activates. Alternatively, companies in Hong Kong can choose to work with a company that provides secretarial services. Our team of company formation agents can give you more details.
Professional company secretary services in Hong Kong
Our Hong Kong company formation specialists
are experienced in dealing with any matter related to company formation, company dissolution or company management in Hong Kong
. Our team of experts can provide you with complete secretary services for your company in Hong Kong.
We can help manage and organize your company in Hong Kong and our permanent Hong Kong representative will be able to deal promptly with any issue that might arise while you are not in the city.
Our partner law firm in Hong Kong
can also assist you with various legal services and updated information about the company law in Hong Kong.
Apart from working with a company secretary in Hong Kong, we also advise investors to seek the services offered by a professional team of accountants, such as our own partners. Our team of accountants in Hong Kong is able to assist with bookkeeping solutions, preparing the annual financial statements, issuing special reports on the company’s financial situation, as well as handling tax submissions. You can contact us for details.
If you want to open a company in Hong Kong do not hesitate to contact our experts.