Company secretary CPD requirements Hong Kong for listed issuers and HKCGI members

Company Secretary CPD Requirements Hong Kong: Two Regimes, One Compliance Calendar

A listed issuer’s secretary in Hong Kong carries two separate training obligations. They run on different cycles. They are measured by different bodies. One flows from membership of The Hong Kong Chartered Governance Institute (HKCGI). The other arises under Main Board Listing Rule 3.29. A secretary who also holds a trust or company service provider (TCSP) licence faces a third training obligation under the anti-money laundering and counter-terrorist financing (AML/CFT) regime, though that one imposes no fixed hour minimum.

A private company secretary who is not an HKCGI member has no statutory CPD obligation under the Companies Ordinance (Cap. 622). The qualification requirements under Part 10 Division 4, sections 474 to 477, deal only with ordinary residence and the bar on a sole director also acting as secretary. The CPD duty in Hong Kong attaches either through Institute membership or through the Listing Rules, not through the Companies Ordinance itself.

Continuing Professional Development for Company Secretaries Hong Kong: The HKCGI Regime

HKCGI requires all members and graduates to accumulate at least 15 CPD hours per CPD year. The CPD year runs from 1 July to 30 June. That is the Institute’s standard cycle. The 15-hour requirement applies uniformly to Associates (who hold HKACG and ACG), Fellows (HKFCG and FCG), and graduates (GradCG). The distinction between Basic and Advanced levels describes the mandatory HKCGI-organised element of the CPD, known as ECPD hours, not different total hour requirements for different member grades.

At Basic level, at least 6 of the 15 hours must be ECPD hours from HKCGI’s own courses. This figure rose from 3 to 6 with effect from 1 July 2024. A transitional phase from 1 July 2022 to 30 June 2024 applied 4.5 ECPD hours. At Advanced level, all 15 hours must be ECPD hours. Of those, at least 10 must come from HKCGI courses and the remaining 5 from HKCGI or other accredited providers. A member who completes the Advanced ECPD level for a CPD year and has at least three years of experience in company secretarial practice may apply for the Practitioner’s Endorsement. The governing document is the HKCGI CPD Policy effective from 1 July 2022.

Each member and graduate must declare CPD fulfilment online within one month of the end of the previous CPD year. Retain training records to support the declaration.

HK Listing Rule 3.29 Professional Training Hours

Main Board Listing Rule 3.29 requires an issuer’s company secretary to take no less than 15 hours of relevant professional training in each financial year. The period is the issuer’s financial year. It is not a calendar year. It is not the HKCGI CPD year. This is a critical practical difference. An issuer with a 31 March financial year end operates on an April to March cycle. The HKCGI cycle runs July to June. A secretary who satisfies both must reconcile two different measurement periods.

The Exchange, not the Institute, assesses compliance with Rule 3.29. The rule does not prescribe an ECPD component. Any training relevant to the secretary’s role counts: law updates, governance seminars, accounting standards briefings, risk management courses. The current version of Rule 3.29 took effect on 1 October 2020. Neither the July 2025 corporate governance package nor the July 2026 Listing Framework Competitiveness Review amended or renumbered it.

Note 1 to Main Board Listing Rule 3.28 lists the academic or professional qualifications the Exchange considers acceptable for a listed issuer’s secretary: a Member of HKCGI; a solicitor or barrister under the Legal Practitioners Ordinance; or a certified public accountant under the Professional Accountants Ordinance. Note 2 sets out what the Exchange considers when assessing relevant experience if the secretary does not hold one of those qualifications. Rule 3.29 applies regardless of how the secretary qualified.

Company Secretary CPD Requirements Listed Company Hong Kong: Reconciling the Two Regimes

A listed issuer’s secretary who is an HKCGI member must satisfy both the 15-hour HKCGI CPD requirement and the 15-hour Listing Rule 3.29 requirement. Because the cycles differ, a single training course may count towards both, provided it is relevant to the secretary’s role and falls within the relevant measurement period for each regime. The practical approach: complete at least 15 hours of relevant training per calendar year as a baseline, then adjust for the overlap of the two cycles.

The compliance calendar for a secretary who is both an HKCGI member and a listed issuer secretary should note two deadlines:

• HKCGI CPD declaration: within one month of 30 June, covering the CPD year just ended.
• Listing Rule 3.29 compliance: assessed by the Exchange annually based on the issuer’s financial year. The issuer should confirm compliance in its annual report or on request.

Keep training records for at least three years to satisfy both regimes.

AML and CFT Training: TCSP Licence Training Obligation

A company secretary who holds a TCSP licence under the Anti-Money Laundering and Counter-Terrorist Financing Ordinance (Cap. 615) faces a separate training obligation. The statutory hook is section 23 of Schedule 2 to Cap. 615. The Companies Registry’s Guideline on Anti-Money Laundering and Counter-Financing of Terrorism for Trust or Company Service Licensees, March 2025, imposes no fixed number of training hours. The obligation is risk based and outcome based.

Paragraph 9.2 of the guideline makes it the licensee’s responsibility to provide adequate training, tailored in scope and frequency to the specific risks faced and pitched to the job functions, responsibilities and experience of the staff. New staff must attend initial training as soon as possible after being hired or appointed. Refresher training must follow regularly. Paragraph 9.3 requires a clear and well-articulated training policy. Paragraphs 9.4 and 9.5 set out the required awareness topics: obligations under the AMLO, DTROP, OSCO, UNATMO, UNSO and the WMD(CPS)O, suspicious transaction reporting, and tipping-off. Paragraph 9.7 requires records of who was trained, when, and the type of training provided, kept for a minimum of three years. Paragraph 9.8 requires the licensee to monitor training effectiveness by testing understanding and monitoring compliance and attendance.

This AML training obligation is not measured in hours. Integrate AML and CFT modules into the professional training programme of any secretary who holds a TCSP licence. The content must reflect the firm’s specific risk profile rather than a generic syllabus.

Practical Compliance Calendar

The table below shows how a listed issuer’s secretary who is also an HKCGI member can track the three regimes across a financial year ending 31 December.

A secretary whose issuer has a financial year ending 31 March would align Listing Rule 3.29 compliance with the April to March cycle. The HKCGI CPD declaration still falls due by 31 July each year. Review the AML training programme under the TCSP licence at least annually. Hold training records for three years regardless of the training date.