Company Secretary Services in Hong Kong
Like many other jurisdictions, every limited company in Hong Kong is required to have a company secretary Hong Kong and engage company secretarial services Hong Kong. The Hong Kong Companies Ordinance (Chapter 622) (CO) provides under s.474 mandates that all companies incorporated within Hong Kong must have a company secretary services. In addition to this, according to Listing Rules (LR) 3.28, and section F of the Corporate Governance Code (CG Code) for public listed companies, they must appoint a company secretary HK even if they are not Hong Kong companies.
Package Fees for Company Secretary Service | Company Secretarial Services Hong Kong
|Packages Available||Fee (HKD)|
|Annual Company Secretary Service||HK$1,500|
|Annual Return Submission||Free @|
|Assistance on the processing of Business Registration Fee payable to the government for renewal of certificate||Free @@|
|Apply for an additional branch registration certificate(s) for the place which actually carrying on any business in Hong Kong||One-off service fee of HK$200 per branch registration certificate (exclusive of branch registration fee chargeable by the Inland Revenue Department annually)|
|Notification of commencement of business to IRD||Free|
@ Free if the annual return submission is delivered on time; within 42 days after the company’s return date (i.e. the anniversary of the company’s date of incorporation)
@@ Assistance will be provided for the processing of Business Registration Fee payable to the government for renewal of certificate, the Company Secretarial Package does not include the Business Registration Fee itself. The Business Registration Fee will be renewed on an annual basis as the amount set by the government can vary yearly. For instance, the Business Registration Fee prior to April 2019 is set as HK$2,250 per year but with effect from April 2019, it is reduced to HK$250 per year.
Our Annual Company Secretary Services included:
- Acting as Corporate Company Secretary for one year;
- Acting as coordinator with the Government of Hong Kong;
- Preparing and filing an Annual Return to the Companies Registry;
- Preparing written resolutions for the Annual General Meeting (“AGM”);
- Maintaining the Minutes and Register Books
- Liaise with auditor for annual statutory audit on secretarial records
- Assistance will be provided for the processing of Business Registration Fee payable to the government, the Company Secretarial Package does not include the Business Registration Fee itself
- Preparation of the Significant Controllers Register and provision of a designated representative to liaise with the Hong Kong authorities.
- Advice on matters regarding secretarial/statutory/compliance/accounting/tax
- Monitoring and ensuring compliance with relevant government regulations and legal requirements, especially under the Companies Ordinance and Inland Revenue Ordinance. (Client will receive regular compliance alert via email).
* If the total number of directors, shareholders, beneficial owners, registrable controllers and nominator of nominee director are more than 3 persons or entity – a once-off HK$300 per person or entity due diligence review fees will apply.
While we have the qualified professionals to provide the good Company Secretary HK’s service, our Company Secretary HK’s services are also complying with the Hong Kong Company Ordinance. If you are looking for a reliable Company Secretary in Hong Kong, you are looking at the right place! Contact us today for more information.
Package Fee for Non-Routine Secretarial Service
|Packages Available||Fee (HKD)|
|Approval of Director Fees in EGM||from HK$500|
|Appointment of first Auditor||HK$500|
|Change in Auditor||HK$500|
|Change in Bank Signatory||HK$500|
|Preparation of resolution for Opening of Bank Account||HK$500|
|Preparation of resolution for Closing of Bank Account||HK$500|
|Resolution for Declaration of Dividend||HK$500 for the first shareholder |
HK$300 per shareholder for subsequent shareholders
|Change of Business Activities||HK$500|
|Change in Secretary||HK$500|
|Change in Registered Address||HK$800|
|Change in Directorship||HK$800 per individual|
|Change in Beneficial owners, Registrable controllers and Nominator of nominee director||HK$800 per individual|
|Change in Financial Year End||HK$500|
|Resolution for Purchase of Property||HK$500|
|Share Transfer of Ordinary Shares from/to individual (includes Share Certificate) (excluding stamp duty)||HK$1,000 per transfer agreement / transferor / transferee (whichever higher)|
|Share Transfer of Ordinary Shares from/to corporate shareholder (includes Share Certificate) (excluding stamp duty)||HK$1,000 per transfer agreement / transferor / transferee (whichever higher)|
|Share Transfer of Preference Shares from/to individual (includes Share Certificate) (excluding stamp duty)||HK$3,000 per transfer agreement / transferor / transferee (whichever higher)|
|Share Transfer of Preference Shares from/to corporate shareholder (includes Share Certificate) (excluding stamp duty)||HK$3,000 per transfer agreement / transferor / transferee (whichever higher)|
|Witness for Share Transfer Agreement||from HK$500 per signature|
|Allotment of Ordinary Shares in cash (includes Share Certificate) (excluding government fee of HKD $1.00 for every 1,000 shares)||from HK$1,000 per shareholder|
|Increase of Share Capital (excluding government fee of HKD $1.00 for every 1,000 shares)||HK$1,000|
|Change in Company Name||HK$1,000|
|Change in Memorandum and Article of Association (EGM is required)||from HK$3,000|
|Certified True Copy of documents by CPA||HK$100 per page|
|Register as Dormant||HK$2,500|
|Certificate of Continuing Registration from CR||HK$500|
Who Can Be a Company Secretary in Hong Kong and Provide Company Secretarial Services Hong Kong?
In Hong Kong, the company secretary could be an individual or a Hong Kong registered body corporate acting as company secretary HK. However, a listed company (under LR 3.28) can only have an individual company secretary.
- Age limit
He or she must be at least 18 years old (Hong Kong’s law only allow persons aged 18 and above to enter agreements, except for necessities).
- Residency requirement for individual company secretary
- He or she must be an ordinarily resident in Hong Kong.
- For a listed company that is not incorporated in Hong Kong, the laws of the place of incorporation govern the company. However, there will be a joint appointment for a company secretary who is ordinarily resident in Hong Kong.
- Place of incorporation requirement for corporate company secretary
The law mandates that a body corporate acting as a company secretary must be a Hong Kong registered company – must have its registered office (or a place of business) in Hong Kong.
- Specific qualification requirements
- For a Hong Kong registered company, no specific qualification requirements are needed to be a company secretary HK.
- For a listed company (under LR 3.28), the company secretary HK must fulfil the qualification (including as a member of The Hong Kong Institute of Chartered Secretaries) or otherwise have the relevant experience in the opinion of The Hong Kong Stock Exchange (Exchange) to discharge the functions of a company secretary HK.
- The Exchange recognises the following as qualified:
- a Member of The Hong Kong Institute of Chartered Secretaries;
- a solicitor or barrister (as defined in the Legal Practitioners Ordinance); or
- A certified public accountant (as defined in the Professional Accountants Ordinance).
Roles and Responsibilities of a Company Secretary
- Organising and maintaining of corporate and statutory documents of the company,
- Filing of annual return
- Helping company to comply with government regulations
- Preparing board minutes
- Arranging for annual general meetings as required by law