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Hong Kong Company Secretary Checklist

Name: Hong Kong Company Secretary Checklist
Brand: Wolters Kluwer (HK) (formerly CCH)
SKU: 9789887741244
Price: 1338.60 HKD
Availability: OutOfStock
Author: Belinda Wong
ISBN: 9789887741244

By Belinda Wong

Wolters Kluwer (HK) (formerly CCH) December 2016

Specifications

ISBN-13: 9789887741244
Publisher: Wolters Kluwer (HK) (formerly CCH)
Publication: December 2016
Format: Paperback , 395 pages
Jurisdiction: Hong Kong ? Countri(es) for reference only

Details

Hong Kong Company Secretary Checklist is an ideal quick reference including an introduction and explanation, a checklist of points to consider, procedures to follow, Companies Registry filing requirements and cross-references to relevant legislation and regulation. Written by Belinda Wong of Leader Corporate Services, who has more than 25 years of working experience in the company secretary field, the Hong Kong Company Secretary Checklist covers legislation, checklists, step-by-step procedures and useful tips on how to implement the best practice.

This book is the essential tools for:

small and medium-sized companies who need to comply with the law but do not have a company secretary;
company secretaries who need a quick reference to the procedures required by the Listing Rules and legislation;
business managers who want to have an overview of the company secretary best practice; and
any lawyers who are in the company and commercial practice.

This work includes cross-references to the trusted Hong Kong Company Secretary’s Practice Manual (5th Edition) and both complement each other to give a full understanding of the company secretary role.

Written clearly and concisely, readers will enjoy the guide’s detailed commentary and analysis and provide those in compliance roles with indispensable reference tools.

Company secretaries will benefit from these time-saving features:

a step-by-step guide to the completion of corporate secretarial forms;
comprehensive checklists;
sample resolutions and Articles of Associations; and
concise commentary on the law to help determine the best approach to adopt in line with their business needs.

Chapter 1: Incorporation

Incorporation of a Company
5 types of Companies under the Companies Ordinance (Cap 622)
Comparison between Limited and Unlimited Company with Share Capital
Comparison between Limited Company with Share Capital and Company Limited by Guarantee
Conflicting features of company limited by guarantee
Checklist and Procedures
Forms and Documents
Registration of a Company Limited by Guarantee as a Charity
Forms and Documents

Chapter 2: Post-Incorporation

Checklist and Procedures
Change of status
- From public to private company with share capital
- Form private to public with share capital
- From unlimited to limited company
- Change of objects of a company limited by guarantee
Change of company name by the company
Change of company name by the CR
Miscellaneous post-incorporation changes
- Change of business nature
- Increase of the number of member for a company limited by guarantee
- Change of maximum number of shares for limited company with share capital
- Change of bank signatories and signing method
- Forms and Documents

Chapter 3: Officers of the Company

Highlights
Liabilities
Company Secretary
Forms and Documents

Chapter 4: Share Capital

Highlights
Allotment of Shares
Transfer and Transmission of Shares
- Share Transfer
Change of registered and beneficial ownership
Change of registered owner only
Change of beneficial ownership
Application for exemption from stamp duty
Transmission of Share
Maintenance of Capital
Reduction of share capital for a private company
Share redemption and buy-backs for a private company
Financial assistance for a private company
Alternation of Class Rights
- Companies having a share capital
Alteration of Share Capital
- Consolidation of shares
Subdivision of shares
Redenomination of share capital
Amalgamation
Dividends
- Interim Dividend
Final Dividend
Bonus issue
Case Studies
Forms and Documents

Chapter 5: Meetings

Meetings
Directors’ Meetings
Committee Meeting
Annual General Meeting (“AGM”) for private company limited by shares
Written resolutions vs Resolutions passed in general meeting
Notifiable transactions and connected transactions
Forms and Documents

Chapter 6: Books of a Company

Register of members
- Highlights and Procedures
- Entry of Registers
- Changes to register of members
- Inspection of register of members
- Close of register of members
- Register not kept in the office
- Others
Files/Documents required
- Laws Governing
Entry of Register
- Changes to register of directors
- Inspection of register of directors
- Register not kept in the office
- Others
- Files/ Documents required
- Laws Governing
Entry of Register
- Changes to register of company secretaries
- Inspection of register of company secretaries
- Register not kept in the office
- Files/Documents required
- Laws Governing
Register of Particulars not Required to be Contained in Notes to Financial Statement
- Procedure
- Entry of Register
- Changes to Registers
- Inspection of Register
- Others
- Laws Governing
Entry of Register
- Changes to Register
- Register cease to maintain
- Files/Documents Required
- Laws Governing
- Other Files and documents
- Company Records
Annual Return
Practical Tips
Forms and Documents

Chapter 7: Accounts and Auditors

Accounting Reference Date
Reporting Exemption
Accounting Records
Consolidated Financial Statements
Laying and Publication of Financial Statements and Reports
Summary Financial Reports
Auditors’ Rights and Liabilities
Appointment of Auditors
Termination of Auditors’ Appointment
Special Notice Required for Appointing Auditors
Removal of Auditors
Forms and Documents

Chapter 8: De-registration, Striking Off and Investigation

De-registration
Striking Off
Investigation
Forms and Documents

Chapter 9: Alternatives to Incorporation

Non-Hong Kong Company: Registration
Non-Hong Kong Company-Changes That Have to be Reported to the CR After Registration
Non-Hong Kong Company-Cessation and Dissolution
Sole Proprietorship and Partnership
Forms and Documents

About the Author

Written by Belinda Wong, Director of Leader Corporate Services Limited and has over 25 years’ experience in company secretarial field.

She is a Fellow Member of the Hong Kong Institute of Directors, Associate Member of the Hong Kong Institute of Chartered Secretaries as well as the Hong Kong Securities Institute. She is also holding a Master Degree in Business Administration (University of Strathclyde, UK) and a Bachelor Degree in Social Sciences (Chinese University of Hong Kong).

She previously worked at international CPA and law firms namely, Ernst & Young, PricewaterhouseCoopers, DLA Piper Hong Kong, and King and Wood, Hong Kong, etc. Having extensive experience in serving local, multi-national, non-profit and listed companies, Belinda is an expert in dealing with all types of company secretarial work including corporate restructuring, merger and acquisitions, business transfer, etc.

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