Hong Kong International Corporate Secretaries

What is the register of directors in Hong Kong

A Hong Kong company's register of directors lists each director's name, address and other required particulars.

Register of Directors for a Hong Kong Company

Every Hong Kong company must maintain a register of directors as part of its statutory books. This register records the identity and particulars of every individual or corporate body appointed as a director. The requirement is found in the Companies Ordinance (Cap. 622). Keep the register at the registered office or another prescribed place in Hong Kong. If it is not at the registered office, notify the Companies Registry of its location on Form NR2.

Company Director Records

For a natural person director, the register must contain their full name, residential address, and nationality. For a body corporate director, it records the corporate name, registered or principal office address, and registration number. The register also shows the date of appointment and, where applicable, the date of cessation. Any person may apply to the company to inspect these records, and can request a certified true copy.

Directors Register Details

The directors register details include the director's identification number and the nature of the appointment, such as executive or non-executive. For a natural person, the register must state whether the director is ordinarily resident in Hong Kong. The company secretary is responsible for ensuring the register is accurate and up to date. Record any change in a director's particulars within the time limit set by the Ordinance.

Hong Kong Company Directors

Members or the board appoint Hong Kong company directors. The first directors are named in the incorporation documents, and their consent to act is filed on Form NNC3. Every subsequent appointment, cessation or resignation must be notified to the Companies Registry using the appropriate statutory forms.

Filing Changes on Form ND2A

When a director is appointed or ceases to hold office, file Form ND2A with the Companies Registry. This form notifies the Registrar of the change. Deliver it within 15 days of the event. The form covers both directors and the company secretary, and a separate form is filed for each person.

Filing Changes on Form ND2B

Where a director's particulars change, such as a residential address or name, file Form ND2B. This form updates the information held by the Companies Registry. Deliver it within 15 days of the change. The company must also update its own register of directors at the same time.

Filing Resignation on Form ND4

When a director resigns, the company files Form ND4 as the notice of resignation. The company, not the resigning director, files this form. The resignation takes effect on the date stated in the notice. Update the company's register of directors accordingly.

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