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Company Secretary in Hong Kong: all you need to know

Hong Kong is a global financial center offering a high level of international connectivity. It is an attractive location to start or expand your business.

Having the distinctive advantage of “One Country, Two Systems” with China and being Asia's transportation and business hub, Hong Kong has a unique position to connect the East and the West. It enjoys cultural and linguistic links with mainland China and overseas countries.

Many entrepreneurs and established companies set up a company in Hong Kong. The most common business entity is a private limited company. Private limited companies are required to appoint a company secretary.

What is a Company Secretary in Hong Kong?

According to Companies Ordinance (Cap. 622), a limited company in Hong Kong must have a company secretary.

Some people confuse “company secretary” with “secretary”. Actually, an officially appointed company secretary plays a much more advanced role in the legal maintenance of a company.

A company secretary is an officer and gatekeeper for the company and makes sure that the company is fully compliant from a corporate governance point of view under the statutory law of the Hong Kong Companies Ordinance (Cap. 622).

Why is a Company Secretary in Hong Kong so important?

Here are some of the reasons why the company secretary’s role is essential:

  • Statutory requirement:

According to the Companies Ordinance (Cap. 622), a company cannot get registered without a company secretary.

  • Maintenance and custody of statutory books:

Except for the preparation of meeting agendas, and organizing and attending board meetings, a company secretary should maintain a company’s statutory records and registers and update them when necessary. A company secretary also has the responsibility of protecting statutory documents and is also obligated to make them available for inspection.

  • Reporting to and communicating with various government regulatory bodies:

A company secretary is responsible to report to various government regulatory bodies (e.g. Companies Registry and Inland Revenue Department, etc.) for the change of corporate structure and liaison with government officials when necessary.

  • Ensuring compliance with local laws and regulations in Hong Kong:

It is the duty of a company secretary to:

  1. understand and interpret new policies and guidelines and also ensure the company is in full compliance; and
  2. oversee a company’s operations, ensuring it’s in line with the laws and regulations in Hong Kong.

Who can be a Company Secretary?

Either an individual or a corporate entity can be a company secretary.

If the company secretary is a natural person, he or she must ordinarily reside in Hong Kong but he or she is not necessarily a Hong Kong identity card holder.

Please note that the sole director of a private company cannot also be the company secretary (i.e. one of the company’s directors can be the company secretary only if there is more than one director in place).

If the company secretary is a corporate entity, its registered address or place of business must be situated in Hong Kong. Please take attention that it must hold a valid Trust or Company Service Provider License (a.k.a. TCSP license) which was granted by the Companies Registry.

Why should you choose Fidinam as your company secretary?

We work with businesses of all sizes and at all stages of development. Our clients range from multinational and institutionally owned businesses to start-ups and medium-sized companies.

Here are the main benefits of using Fidinam as your company secretary:

  • Professionalism:

We are professionals who specialize in corporate governance and will go to any length to make your offshore company operations seamless.

  • Experience:

The operating environment in Hong Kong is very competitive and different from other environments around the world. Having been in the Hong Kong business environment for many years, we have seen the mistakes that most companies make and can help to avoid them.

  • Convenience

Don’t get bogged down with paperwork. Outsourcing your company secretary tasks means you can keep your focus on growing your business.

Also, we can help you cut costs related to getting your own office and register your company faster than average.

  • Time-saving

You don’t have to learn the nitty-gritty details of company secretary work yourself. No more web searches on complicated compliance matters. Your time is better spent elsewhere, while Fidinam handles your secretarial work in a professional way.

Conclusion

Company maintenance and company secretary tasks are not to be taken lightly. While Hong Kong has relatively fewer regulations and requirements for companies, compared to other jurisdictions, it still takes time, knowledge and professionalism to ensure a company is compliant.

Since the company secretary has a huge responsible position within the company, it is important to choose a competent and professional company secretary.

A convenient and cost-effective solution is to appoint a professional services provider, like Fidinam, as your company secretary.

Don’t hesitate to reach out to us to learn more about company secretary services in Hong Kong. Email us at info@fidinamgw.com or use the form below to get in touch.

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