Company Secretary
According to Hong Kong law, every limited company needs to appoint at least one company secretary. It occupies a statutory position in this generation of business. They are responsible for arranging different meetings for the limited company, preparing meeting minutes for these meetings. Submitting legally required documents to government departments and the company secretary should ensure that the company can meet local statutory requirements.
The work of the company secretary is necessary for the company’s future development direction and administrative governance. In addition to working closely with the company directors, they have an inseparable relationship with the managers and shareholders and need to communicate with different regulatory agencies in the government.
CLG Group: Company Secretary
CLG Group Company secretary 1
Hong Kong Limited Company Formation
Services including︰
- Provide initial Company Name Search
-
Prepare and submit the statutory documents
- Company secretary service for 1 year
- Prepare the initial board meeting minutes and director's statement
- Prepare Significant Controllers Register
**The establishment fee includes the government registration fee of HK$1,720 and one-year Business Registration Fee
- A Company Registration Certificate(Original/Copy)*
- A year validity Business Registration Certificate(Original/Copy)*
- Company policy（6copies）
- A Common seal
- a statutory register record
- A 20-page stock book
- documents required for opening a bank account
- a round seal
- a signature Stamp
- *depending on the mode of delivery of the applications
HK$4,500 Up
*Registration in electronic or hard copy form will be charged with same price
CLG Group CLG Group Company secretary 2
Company secretary (A year)
Services including︰
- Served as company secretary for one year
- Prepare and Submit the statutory documents including Annual Returns
- Including change of directors and company secretary, update of information of directors and company secretary, change of company registered address, business name and nature
- Prepare minutes for directors' or shareholders' meetings
- Prepare Significant Controllers Registers
- Prepare required documents for bank account set-up
Service 1: Charge for establishing Hong Kong Limited Company include the first-year service fee and the it will be charge annually after the expiration date.
For additional use of company secretary (one year) services
HK$1,300 Up
Excluding annual return fee HK$105
CLG Group Company secretary 3
Registered address service (A year)
Services including︰
- Collection of mails from government and Bank
HK$1,100 Up
CLG Group: other services
CLG Group Other Company secretary 1
Deregistration services
Services including︰
- Prepare and Submit the statutory documents
- Prepare the withdrawal meeting documents
- Including a Notice of No Objection to a Company and Deregistration of Private Companyy
HK$4,000 Up
*Included government fees for revocation
CLG Group Other Company secretary 2
Serve as Designated Representative (one year)
Services including︰
- Prepare of Significant Controllers Register and Knowing as Designated Representative
HK$1,000 Up
CLG Group Other Company secretary 3
Trademark Registration
Services including︰
- Professional advice and consultation on trademark classes
- Prepare and submit the registered trademark documents
*The withdrawal procedure takes 6 months
HK$4,000 Up
*Limited to one registration category, each additional category thereafter is HK$1,500
*The first registration is valid for 10 years. After paying the renewal fee, the trademark registration can be renewed for a period of 10 years each
。
CLG Group Other Company secretary 4
Changing Business Name Service
Services including︰
- Prepare and submit the documents
- Preparatory board minutes or resolutions
- A round seal
- a signature Stamp
HK$1,100 Up
*In electronic form
HK$1,200 Up
*In a hard copy form
CLG Group Other Company secretary 5
Share allotment
Services including︰
- Prepare and submit the share allotment documents
- Prepare relevant meeting minutes or resolutions
- Update the shareholder register
- Prepare the latest Shareholders' Agreement
*The withdrawal procedure takes 6 months
HK$2,000 Up
CLG Group Other Company secretary 6
Share Transfer Service
Services including︰
- Prepare the documents of share transfer
- Prepare relevant meeting minutes or resolutions
- Update the register of shareholders
- Prepare the latest Shareholders' Agreement
Documents obtained
- E-stamp Certificate and transfer instruments
- A Latest register of shareholders
- A latest Shareholders' Agreement
HK$3,500 Up
*For e-Stamping
HK$4,000 Up
*For conventional printing
#Limited to 5 share conversion documents, an additional HK$500 will be charged for the 6th and no more than 8 copies.
If the stamp duty exceeds HK$100, an additional fee will be charged.
To manage accounts
Fees are negotiable
company secretary
FAQs
Company Secretary [1] : Can a non-Hong Kong resident be appointed as a director and company secretary of a local limited company?
A non-Hong Kong resident can be appointed as a director of a local limited company. However, the company secretary, who is a natural person, should ordinarily reside in Hong Kong. For company secretary which is a body corporate, its registered office or place of business should be in Hong Kong. A private local limited company must have at least one director who is a natural person and one company secretary. The sole director cannot act as the company secretary of the same company.
Company Secretary [2] : Are there any changes in the reporting requirements for company secretaries under the Companies Ordinance (Cap. 622)?
Yes. Company secretaries who are natural persons are only required to report their correspondence addresses to the Registrar of Companies instead of their usual residential addresses.
Company Secretary [3] : My company was incorporated before the commencement of the Companies Ordinance on 3 March 2014. Do I need to report the correspondence address of the existing individual company secretary of my company?
According to section 118(5) of Schedule 11 to the Companies Ordinance (Cap. 622), in the case of a company secretary of an existing company who is a natural person, the address of the company’s registered office is to be regarded, on and after the commencement date of section 650, as the correspondence address of the company secretary. The operation of section 118(5) does not give rise to any duty to deliver a notice of change in particulars of the company secretary to the Registrar of Companies under section 652 of the Companies Ordinance (Cap. 622).”
Company Secretary [4] : If my company was incorporated before 3 March 2014 and has not reported the correspondence address of the existing individual company secretary on or after 3 March 2014, what information will be shown in the Companies Register as the correspondence address of the company secretary?
According to section 27(3) of the Companies Ordinance (Cap. 622), the Registrar of Companies must record the address of the company’s registered office as shown on the register of companies under the Predecessor Ordinance (i.e. the Companies Ordinance (Cap. 32) as in force from time to time before the commencement date of the Companies Ordinance (Cap. 622)) immediately before the commencement date of the section (i.e. 3 March 2014) as the correspondence address of the company secretary.”
Company Secretary [5] : What form should I use to report the appointment of company secretary or company secretary ceasing to hold office? What is the prescribed time for delivery of the form?
You should deliver a Form ND2A “Notice of Change of Company Secretary and Director (Appointment╱Cessation)” to report the appointment of company secretary or company secretary ceasing to hold office within 15 days after the appointment or cessation for registration.
Company Secretary [6] : what form should I use to report a change in particulars of company secretary? What is the prescribed time for delivery of the form?
You should deliver a Form ND2B “Notice of Change in Particulars of Company Secretary and Director” to report the change in particulars of company secretary within 15 days after the change for registration
Company Secretary [7] : In a case where the company secretary of a company resigns, is it necessary for the resigning company secretary to deliver a Form ND4 for registration if the company has already notified the Registrar of Companies of the resignation in the specified form ND2A? If the company has already delivered the Form ND2A to report the resignation of its company secretary, it is not necessary for the resigning company secretary to deliver the Form ND4 for registration. It is only when the resigning company secretary has reasonable grounds to believe that the company will not give notification of this fact to the Registrar of Companies that a Form ND4 should be delivered for registration.
If the company has already delivered the Form ND2A to report the resignation of its company secretary, it is not necessary for the resigning company secretary to deliver the Form ND4 for registration. It is only when the resigning company secretary has reasonable grounds to believe that the company will not give notification of this fact to the Registrar of Companies that a Form ND4 should be delivered for registration.
Company Secretary [8] : In a case where the company secretary of a company resigns, is it necessary for the resigning company secretary to deliver a Form ND4 for registration if the company has already notified the Registrar of Companies of the resignation in the specified form ND2A?
In the event that the organization has effectively conveyed Form ND2A about the abdication of its organization secretary, it isn’t necessary for the resigning organization secretary to convey the Form ND4 once more. It is just when the resigning organization secretary accepts that the organization won’t notify this fact to the Registrar of Companies that a Form ND4 ought to be conveyed for enrollment.
Company Secretary [9] : What are the duties of the company secretary?
The main responsibility of the company secretary is to ensure that the company’s daily operations have complied with relevant legal requirements and to assist in informing the government of changes in the company’s structure.
Company Secretary [10] : Can my limited company have no company secretary?
Article 474 of the Companies Ordinance stipulates that a company must have a company secretary.
Company Secretary [11] : Why can't I be a shareholder, director and company secretary of a one-person company at the same time?
Article 475 of the Companies Ordinance stipulates that if a director of a private company is the sole director of the company, he shall not concurrently serve as the company secretary of the company.
Company Secretary [12] : Can I use my own limited company as the company secretary of my other limited company?
For reference, if you do not meet the following conditions, the company concerned must apply for a trust or company service provider license to become the company secretary of the company:
You are a member of a group of companies;
You did not charge fees for the company services provided to other members of the group; and
You only provide company services to other members of the group and not to any other person.
The above situation is an example where there is no need to apply for a trust or company service provider license.
As for the case where a member of a company group provides company services purely to other members of the group, the member is usually not regarded as providing company services in the form of business, and there is usually no need to apply for a trust or company service provider license.
If you have any questions about individual situations, you can consider seeking professional advice.
Company Secretary [13] : How do I cooperate with the company secretary to perform better work?
If the customer has any internal changes/data changes/ submitted any documents to the Companies Registry during the service period, the customer must actively return a copy of the documents to the company within 7 working days, otherwise the company will prepare according to the existing records document. If any changes are required after the submission of the documents or the relevant documents are not accepted by the Companies Registry, the administrative fees or fines incurred will be borne by the customer.
Company Secretary [14] : Can a director concurrently serve as the company secretary
Yes, as long as the director meets the requirements (the company secretary can be an individual or a corporate body (a limited company). If an individual, he must be a Hong Kong resident who has reached the age of 18; if he is a company legal person, he must be in Hong Kong-registered limited company.) Yes. However, if a limited company has only one director, that director cannot concurrently serve as the company secretary.
Company Secretary [15] : Can a shareholder concurrently serve as the company secretary
Yes, as long as the shareholder meets the requirements of the second question above. However, if the shareholder is also a director and the only director of the company, then the shareholder cannot concurrently serve as the company secretary.
Yes, as long as the shareholder meets the above requirements (the company secretary can be an individual or a legal entity (a limited company). If an individual, he must be a Hong Kong resident over 18 years old; if he is a corporate legal person, he must It is a limited company registered in Hong Kong.). However, if the shareholder is also a director and is the only director of the company, then the shareholder cannot concurrently hold the position of company secretary.
Company Secretary [16] : Does the company secretary have the power to manage the company?
The company secretary does not have the power to manage the company. For example, the company secretary may not sign the purchase and sale agreement of goods or services with the company’s suppliers in the name of the company, nor does he have the power to sign various investment agreements on behalf of the company, unless it is formally authorized by the board of directors.