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Hong Kong Company Secretary Checklist

Hong Kong Company Secretary Checklist

  • Author:
  • Publisher: Wolters Kluwer (HK) (formerly CCH)
  • ISBN: 9789887741244
  • Published In: December 2016
  • Format: Paperback , 395 pages
  • Jurisdiction: Hong Kong ? Disclaimer:
    Countri(es) stated herein are used as reference only

List Price: HKD 788.00

HKD 740.72 Save HKD 47.28 (6%)

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  • Description 
  • Contents 
  • Author 
  • 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 (3rd 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
  • 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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