5 Simple Techniques For hong kong company secretary's practice manual

5 Simple Techniques For hong kong company secretary's practice manual

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(three) The Registrar ought to enter the new name in the businesses Register in place of the former title. (four) The change of name has influence within the date on which the new identify is entered in the businesses Register. (five) Inside thirty times after the date of coming into the new name in the Companies Register, the Registrar— (a) need to by notice in writing notify the company of— (i) the fact that a reputation in the company has actually been changed; (ii) the new name; and (iii) the day on which the change requires influence below subsection (four); and (b) should by recognize inside the Gazette notify that truth, The brand new name and that date. (6) A change of identify underneath this segment won't affect any legal rights or obligations in the company or render faulty any lawful proceedings by or towards it. Any authorized proceedings that might have been commenced or ongoing by or in opposition to it by its former name might be commenced or continued by or against it by its new identify.

(4) Ahead of publishing a detect under this part, the company will have to— (a) supply a duplicate in the observe on the acknowledged exchange company that operates the stock marketplace on which the shares concerned are outlined; and (b) acquire a certificate from a certified officer of that exchange company the duplicate is remaining exhibited in accordance with subsection (5). (5) A identified exchange company will have to show a replica of the see received below subsection (4)(a) in the conspicuous place to the premises on which the inventory market operates or make the notice obtainable on its official website for your duration of at the least— (a) a single month, for your observe that is not needed to be posted below subsection (2)(b); or (b) three months, for just a see that is needed to be printed under subsection (2)(b). (6) With the purposes of subsection (5), a failure to generate a copy of a discover out there on an exchange company’s Formal Internet site all over a interval described in that subsection is to be disregarded if— (a) the notice is produced available on the web site for Portion of that interval; and (b) the failure is wholly attributable to conditions that it would not be reasonable to possess anticipated that exchange company to avoid or stay clear of. (seven) If the applying was produced by an eligible one that isn't the registered holder of the shares and doesn't have the registered holder’s consent to produce the applying, the stated company— (a) ought to provide a copy of the notice under this section around the registered holder by sending it by registered put up on the registered holder’s past deal with showing during the sign up of users on the company; and (b) ought to not publish the notice below this area until finally at the very least three months following the working day on which the duplicate was served. (8) Within this part—

Look after tax stories, preserving of statutory guides, meeting preparations and connected corporate changes to appropriate authorities

Cap 622 - Organizations Ordinance 215 the users who asked for the Assembly, or any of these symbolizing multiple fifty percent of the overall voting legal rights of all of these, may perhaps by themselves phone a standard Conference. (2) In case the requests received with the company determine a resolution that may correctly be moved and is meant to be moved for the meeting, the discover of your Assembly need to consist of observe with the resolution. (3) The Assembly should be called for any date not a lot more than three months following the date on which the directors become subject matter to your requirement to call a gathering. (4) The Conference need to be called in the same fashion, as virtually as is possible, as that in which that Assembly is necessary to generally be named by the directors of the company.

A discover which was served underneath segment 337B of the predecessor Ordinance, as in force instantly in advance of its repeal, and which was in power instantly ahead of the commencement day of Division four of Portion 16, carries on in drive and it has influence as though it had been a observe served below segment 780. 136. Observe of cessation of spot of business enterprise in Hong Kong

Cap 622 - Companies Ordinance 152 Part: 410 Capable privileges L.N. 163 of 2013 03/03/2014 (one) During the absence of malice, an auditor of the company just isn't liable to any motion for defamation with the accommodate of anyone in respect of any statement created by the auditor during the course of executing duties as auditor of your company. (two) Within the absence of malice, someone isn't liable to any motion for defamation on the fit of any person in respect on the publication of any document— (a) well prepared by an auditor of a company within the course of carrying out duties as auditor with the company; and (b) expected by this Ordinance— (i) to become sent to the Registrar; or (ii) for being despatched to any member of the company or some other person. (three) This segment doesn't Restrict or affect some other proper, privilege or immunity that an auditor of the company, or almost every other particular person, has as defendant in an action for defamation. (four) In this area, a reference to executing duties as auditor of the company features— (a) earning a cessation statement, supplying the assertion to the company, and requesting the company to comply with the prerequisite laid out in section 422(five) in relation to the assertion; and (b) producing a press release of instances, and providing the statement on the company. Section: 411 Legal rights in relation to standard Assembly L.N. 163 of 2013 03/03/2014 (1) An individual appointed as auditor of a company is entitled— (a) to show up at any from the company’s standard meetings; and (b) to be listened to, at any in the company’s standard conferences, on any A part of the business enterprise on the Assembly that worries the person as auditor of your company. (two) Anyone’s entitlement less than subsection (1)(a) or (b) is, if the individual is a firm or human body corporate, exercisable by a natural particular person licensed by the person to work as the person’s representative at the Assembly.

(two) Without the prescribed acceptance on the company’s customers and the prescribed acceptance of your subsidiary’s associates, anyone ought to not generate a payment for lack of Office environment to some director or former director of a company in connection with a transfer of the whole or any Portion of the undertaking or property of the subsidiary in the company.

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(2) Ahead of an inspector sends company formation made simple a draft interim report or ultimate report, or Portion of the draft report, to somebody underneath subsection (1), the inspector may— (a) lead to any passages while in the draft report or that Component of the draft report back to be hid from perspective or being obliterated; and (b) require the person to help keep the draft report or that Component of the draft report confidential. Part: 859 Economical Secretary to file copies of inspector’s report with Courtroom

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Section: 469 Permitted indemnity provision L.N. 163 of 2013 03/03/2014 (1) Portion 468(3) would not use to your provision for indemnity in opposition to legal responsibility incurred from the director into a 3rd party if the requirements laid out in subsection (two) are satisfied in relation towards the provision. (2) The provision should not present any indemnity in opposition to— (a) any liability on the director to pay— (i) a good imposed in legal proceedings; or (ii) a sum payable By means of a penalty in regard of non-compliance with any requirement of a regulatory nature; or (b) any legal responsibility incurred through the director— (i) in defending criminal proceedings wherein the director is convicted; (ii) in defending civil proceedings introduced with the company, or an affiliated company with the company, wherein judgment is presented versus the director; (iii) in defending civil proceedings brought on behalf of the company by a member of the company or of an involved company on the company, wherein judgment is offered towards the director; (iv) in defending civil proceedings brought on behalf of an involved company of the company by a member of the affiliated company or by a member of the involved company of your linked company, in which judgment is presented from the director; or (v) in reference to an application for aid less than area 358 of your predecessor Ordinance or portion 903 or 904 during which the Courtroom refuses to grant the director relief. (three) A reference in subsection (two)(b) into a conviction, judgment or refusal of relief would be to the final conclusion in the proceedings.

L.N. 163 of 2013 03/03/2014 For the goal of figuring out whether the powers specified in section 35(3) and (4) are exercisable in relation to your doc, the Registrar may— (a) withhold the registration with the doc pending compliance Using the ask for under paragraph (b); and (b) request the one that is needed or approved to deliver the doc on the Registrar for registration beneath the Ordinance to complete any or all of the following within a period specified by the Registrar— (i) to supply any other document, info or evidence that, inside the Registrar’s impression, is necessary for the Registrar to ascertain the concern as to whether the doc is unsatisfactory; (ii) to appropriately amend or total the document, and redeliver it for registration with or without having a supplementary document; (iii) to use towards the courtroom for just about any purchase or direction which the Registrar thinks necessary and to carry out the

Cap 622 - Providers Ordinance 379 (b) continue to use, by advantage of part 91 of the predecessor Ordinance as so in power, in relation to some request been given by a non-Hong Kong company registered under Element XI in the predecessor Ordinance prior to that commencement day* for inspecting a sign-up of fees or copies of instruments making a charge. Component 9

(7) In subsection (five)— projected sum(預計款項), in relation to a depreciation of a fixed asset, suggests a sum that might have already been composed off or retained for depreciation In the event the revaluation of your asset experienced not been produced. (8) To the applications of the area, an asset of the company would be to be viewed as a hard and fast asset if it is meant for use within the company’s pursuits, or otherwise for being held for the objective of the company’s actions, with a continuing foundation. Segment: 293 Sure total relating to insurance policy company with long run business enterprise for being thought to be understood income or reduction