What does a Hong Kong company secretary do

The Statutory Requirement

Every Hong Kong incorporated company must appoint a company secretary. The Companies Ordinance (Cap. 622) makes the secretary a statutory officer. This role is mandatory from incorporation and continues for the company's lifetime.

Company Secretary Hong Kong

The company secretary Hong Kong must be a natural person ordinarily resident in Hong Kong, or a body corporate with its registered office or a place of business in Hong Kong. A company with a sole director cannot appoint that same person as its sole company secretary. The Companies Ordinance sets this restriction.

Hong Kong Company Secretary Requirements

Hong Kong company secretary requirements are straightforward. Individuals must be ordinarily resident in Hong Kong; corporate secretaries must have a registered office or place of business here. The appointee must be capable of performing the duties required by law. No professional qualification is mandated for a private company secretary, though many hold professional designations.

Company Secretary Duties Hong Kong

Company secretary duties Hong Kong are central to compliance. The secretary maintains the company's statutory registers: the register of members, register of directors, register of charges and the Significant Controllers Register. Filing returns with the Companies Registry is also a core function. These include Form NAR1 (annual return), Form ND2A (appointment or cessation of secretary or director), Form ND2B (change of particulars) and Form ND4 (resignation). The secretary ensures compliance with the Companies Ordinance, prepares board and written resolutions, and manages general meeting procedures.

Appointing a Company Secretary Hong Kong

Appointing a company secretary Hong Kong happens at incorporation with the filing of Form NNC1 and Form NNC3. Notify a change of secretary on Form ND2A for an appointment or cessation, and Form ND2B for a change in particulars. File Form ND4 when the secretary resigns. Fill any vacancy without delay.

Corporate Secretary Hong Kong

Corporate secretary Hong Kong is simply another term for the company secretary role in this jurisdiction. The secretary's compliance duties are clear. File the annual return within 42 days of the return date. Keep the Significant Controllers Register at the registered office or a prescribed place. Properly maintain the company's statutory registers. The secretary also acts as the liaison between the company and the Registrar of Companies.