Hong Kong International Corporate Secretaries

What are the Model Articles in Hong Kong?

Model Articles are the standard default constitution provided by the Hong Kong Companies Registry for new companies.

Model Articles Hong Kong: The Default Constitution

The model articles hong kong are the standard rules published by the Companies Registry under the Companies Ordinance (Cap. 622). They form the default constitution for any private company limited by shares incorporated in Hong Kong. These articles govern internal management, directors' proceedings, members' meetings, share transfers, dividends and the company secretary's role.

Hong Kong Default Company Constitution

Incorporate without filing your own articles and the hong kong default company constitution applies automatically. Built for a private company limited by shares, they set out standard rules on share capital, voting rights and director appointments. A company can adopt them in full, modify them, or replace them entirely by special resolution.

Companies Registry Model Articles

The Registrar publishes the companies registry model articles in three parts. Part A covers directors' powers and proceedings. Part B covers members' meetings and resolutions. Part C covers administrative matters like share transfers and dividends. A company's own articles can exclude or amend any provision in the model articles.

Adopting Model Articles Hong Kong

Adopting model articles hong kong is the simplest incorporation route. State on Form NNC1 that the company will adopt the model articles and file nothing else. If you modify the model articles, the amendments must be set out in the articles submitted with the incorporation application.

Standard Articles Hong Kong

The standard articles hong kong apply automatically when no alternative articles are registered. This is useful for small companies where the standard rules on directors' proceedings, members' meetings and share issues are sufficient. You can alter the model articles at any time after incorporation by special resolution of the members. Notify the Companies Registry of any alteration within 15 days.

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