A SECRET WEAPON FOR HONG KONG LISTING RULES COMPANY SECRETARY

A Secret Weapon For hong kong listing rules company secretary

A Secret Weapon For hong kong listing rules company secretary

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(2) The Court may possibly make any buy that it thinks suit, such as an purchase as to costs. (three) Should the Court docket helps make an buy as to costs in opposition to the Registrar underneath subsection (2), the costs are payable outside of the final profits, plus the Registrar is not personally chargeable for the costs. Area: 38 Sure period being disregarded for calculating day-to-day penalty for failure to provide document to Registrar

A Hong Kong company secretary’s duties and responsibilities are assorted. It ranges from administrative to administration functions. The next are a lot of the Main responsibilities of your corporate secretary:

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(4) If a registered non-Hong Kong company contravenes subsection (one), the company, just about every dependable person on the company, and every agent on the company who authorizes or permits the contravention, commit an offence, and each is liable to the high-quality at amount 3 and, in the situation of the continuing offence, to a further great of $300 for every day all through which the offence continues. Segment: 795 Licensed consultant of registered non-Hong Kong company have to notify Registrar of dissolution

(5) If the takeover provide presents which the holder of shares is usually to acquire shares in or debentures in the offeror, with an choice to receive some other consideration to get provided by a 3rd party alternatively, the offeror may indicate within the notice the phrases from the takeover give incorporate the option. (six) If your offeror isn't going to reveal within the see the phrases from the takeover offer you contain the option, the offeror may possibly offer you inside the recognize a corresponding choice to acquire A few other thing to consider to get provided by the offeror. (seven) For that needs of subsection (five), thing to consider should be to be regarded as currently being provided by a third party if it is built available to the offeror on phrases that it is for use through the offeror as thing to consider to the takeover give. Area: 695 Offeror’s suitable to purchase out minority shareholders L.N. 163 of 2013 03/03/2014 (one) This part applies if a notice is offered beneath area 693 into the holder of any shares. (2) Until the Court will make an purchase less than subsection (3), the offeror is entitled and bound to obtain the shares over the terms on the takeover offer you. (three) The Court might, on software because of the holder designed in 2 months after the day on which the see was given, order that— (a) the offeror will not be entitled and certain to accumulate the shares; or (b) the offeror is entitled and bound to accumulate the shares about the terms specified in the order. (four) For the uses of subsection (two)— (a) Should the takeover present falls inside of part 694(4), the terms of your takeover offer you are to become regarded as such as the particulars and statements A part of the detect for the uses of that section; (b) When the takeover provide falls inside of part 694(5), the phrases of your takeover provide are to generally be considered not including the choice unless the offeror signifies or else from the notice; and

Cap 622 - Providers Ordinance 214 and specified the intention to suggest the resolution to be a special resolution; and (b) if the discover from the Conference so specified, the resolution may perhaps only be handed being a Specific resolution. (5) A reference to an extraordinary resolution of the company or of a meeting of any class of members of a company — (a) contained in any Ordinance which was enacted or document that existed just before 31 August 1984; and (b) considered, in relation into a resolution handed or for being handed on or following that date, being a Unique resolution with the company or Conference under area 116(five) on the predecessor Ordinance, proceeds being deemed for being such a Exclusive resolution with the company or meeting.

L.N. 163 of 2013 03/03/2014 (1) This portion relates to a company that is an insurance company and carries on long term organization. (2) For your uses of this Portion— (a) an amount of money adequately transferred for the statement of in depth cash flow of your company from a surplus during the fund taken care of by it in respect of the long run company is to be regarded as a recognized revenue; and (b) a deficit in that fund should be to be regarded as a understood loss. (3) Matter to subsection (two), any gain or decline arising in the company’s long term organization is usually to be disregarded for that needs of the Section. (four) Within this segment— (a) a reference into a surplus inside of a fund preserved by a company is usually a reference to an excess in the assets representing the fund around the company’s liabilities attributable to its lasting small business, as revealed by an actuarial investigation; and (b) a reference into a deficit in this kind of fund is really a reference to an excess of Individuals liabilities around Those people property, as revealed by an actuarial investigation.

(1) This area applies if, at the conclusion of a financial calendar year, a company may be the subsidiary of another undertaking. (two) The company’s financial statements with the economical 12 months will have to comprise, from the notes to your statements— (a) the title from the undertaking regarded by the directors as getting the company’s final mum or dad endeavor; and (b) the following information and facts associated with that enterprise as recognized to the directors— (i) if that undertaking can be a body corporate, the region by which it is incorporated; (ii) if that endeavor is just not a overall body corporate, the handle of its principal put of enterprise. four. Compliance with relevant accounting requirements

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Section: 784 Attractiveness from determination to serve notice L.N. 163 of 2013 03/03/2014 In just 3 weeks right after becoming served with a discover under section 780(1)(b) for your corporate title or for an accredited title in relation to a corporate identify, a registered non-Hong Kong company could appeal to the executive Appeals Board from the decision to serve the observe. Part: 785 Change of authorised name L.N. 163 of 2013 03/03/2014 (one) A registered non-Hong Kong company might apply, in crafting, for the Registrar for change of the authorised title, in relation to a corporate identify, below which the company is to hold on business enterprise in Hong Kong. (2) An application must be shipped to the Registrar. (three) On acquiring an application for change of an authorized identify, the Registrar need to approve The brand new title Until glad which the new name— (a) is similar to or is simply too like— (i) a name that appears, or ought to have appeared, from the Index of Company Names; or (ii) the title of a human body corporate incorporated or set up beneath an Ordinance; or (b) gives so misleading a sign of the character of the registered non-Hong Kong company’s routines in Hong Kong as to generally be more likely to result in hurt to the public. (four) In case the Registrar approves a new identify, the registered non-Hong Kong company may supply towards the Registrar for registration a return, in the specified variety, specifying The brand new title so authorized. (5) On receiving a return, the Registrar ought to, Except glad that the new identify laid out in company formation companies house it truly is similar to a reputation that appears, or must have appeared, during the Index of Company Names— (a) enter The brand new title in the businesses Sign up because the title, in relation on the corporate title, underneath which the registered non-Hong Kong company is to hold on organization in Hong Kong; (b) produce a Notice in the Companies Sign-up to your outcome that there is a change of permitted name;

(5) In a variation of class legal rights Conference, any member current in human being or by proxy may demand from customers a poll. (six) For your reasons of this part— (a) any amendment of a provision in a very company’s posts for the variation of the rights of a class of members, or perhaps the insertion of such a provision into your articles or blog posts, is alone to get considered a variation of These rights; and (b) a reference towards the variation of your legal rights of a class of users incorporates the abrogation of Those people rights.

(two) The Courtroom may alleviate the specified person, either wholly or partly, from the liability on any conditions which the Courtroom thinks in shape. (three) If the situation is tried using by a choose that has a jury, the decide may perhaps— (a) withdraw the situation in total or partially with the jury; and (b) direct judgment for being entered for the desired person within the terms regarding costs or usually that the choose thinks in shape.

Hong Kong corporations are legally needed to preserve their statutory guides present-day. They must even be kept in a very secure digital or Bodily location and be built accessible for inspection by the general public if required.

Cap 622 - Businesses Ordinance 349 (i) is of a kind licensed by any doc constituting or regulating that other undertaking; and (ii) is permitted because of the legislation below which that other undertaking is founded. (three) In subsection (1)(b), a reference to your voting legal rights in an endeavor is— (a) in the case of the endeavor aquiring a share funds, a reference into the rights supplied into the associates in regard of their shares; or (b) in the situation of the endeavor not possessing a share cash— (i) When the enterprise is necessary to hold common conferences at which matters are decided by the work out of voting rights, a reference to your rights supplied for the users to vote at the general meetings on all issues or on substantially all matters; or (ii) In case the enterprise just isn't needed to keep this sort of normal conferences, a reference towards the rights beneath the endeavor’s Structure to immediate the enterprise’s overall policy or to alter the terms of that constitution. (4) For the reasons of subsection (one)(b), an enterprise is actually a member of another enterprise if— (a) a person performing on behalf of it, or of any of its subsidiary undertakings, holds shares in that other undertaking; or (b) any of its subsidiary undertakings is actually a member of that other endeavor.

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