Statutory duties of company secretarial services
Maintain and update the company’s statutory register in accordance with the law,Includes shareholder register、List of Directors、Company Secretary List、Charge register,and, crucially, the Significant Controllers Register (SCR),Ensure to respond to compliance spot checks by Hong Kong law enforcement agencies at any time。
Prepare and submit annual return (NAR1) to the Hong Kong Companies Registry within the statutory period、Report of Change of Director or Secretary (ND2A/ND2B)、Statutory documents such as Share Allotment Report Form (NSC1) and Registered Address Change Report Form (NR1)。
Assist in drafting and distributing annual general meeting (AGM) and board meeting notices,Compile and properly keep meeting minutes and written resolutions,Ensure that the company's decision-making procedures and internal governance fully comply with the legal procedures of Hong Kong's Companies Ordinance。
Assist the company to apply for a new business registration certificate (BR) from the Business Registration Office under the Inland Revenue Department every year,and pay relevant government fees in a timely manner,Ensure the continued validity of the company’s commercial registration。
Compliance red lines for company secretarial services
Qualifications and requirements for company secretarial services
If the company secretary is an individual,The member must be a permanent resident of Hong Kong over 18 years old,Have the civil capacity to perform statutory duties,And have a fixed contact address in Hong Kong。
If the company secretary is a body corporate,Its registered office or principal place of business must be in Hong Kong,And must hold a trust or company service provider (TCSP) license issued by the Hong Kong Companies Registry。
Hong Kong’s Companies Ordinance clearly stipulates,If the company has only one director,The director must not also serve as company secretary。also,A body corporate whose sole director is also not allowed to appoint another body corporate whose sole director is its sole director as secretary。
Change process for company secretarial services
Hong Kong Information Communications collects the identity certificate of the new secretary、Proof of address and TCSP license information,and conduct internal compliance reviews。
Writing about the replacement of the original company secretary、Board resolution and relevant statutory forms for appointment of new company secretary (ND2A/ND8)。
Relevant statutory documents signed by company directors and new secretary,Hong Kong Xintong provides electronic signature or paper signature support。
Within 15 days after the change is made,Submit the duly signed ND2A and ND8 forms to the Hong Kong Companies Registry for registration and filing。
Update the company’s Register of Secretaries,and file the receipt,Complete the change process。
Frequently Asked Questions about Company Secretarial Services(FAQ)
no。Hong Kong company secretary is the legal senior management personnel,Responsible for ensuring that the company's operations are in full compliance with Hong Kong's Companies Ordinance and Inland Revenue Ordinance and other laws and regulations,His responsibilities include legal compliance and corporate governance,Essentially different from ordinary administrative secretaries or front desk receptionists。
Can't。According to Hong Kong law,The personal secretary must be a permanent resident of Hong Kong。Non-Hong Kong residents (such as Mainland China residents) do not have the legal qualifications to serve as Hong Kong company secretaries。
If the company secretary position is vacant,The company must appoint a new secretary within a reasonable time。If you have not been appointed for a long time,It is a violation of Hong Kong's Companies Ordinance,The company and its directors will face court summons and heavy fines,It may even result in the company being forced to be delisted.。
TCSP is a Trust or Company Service Providers license。According to Hong Kong’s Anti-Money Laundering and Counter-Terrorist Financing Ordinance,All organizations operating company secretarial services in Hong Kong must pass background checks by the Police and the Companies Registry and obtain the license。It is illegal to choose an unlicensed agency,and face extremely high compliance risks。
Can't。Hong Kong’s Companies Ordinance clearly stipulates,If the company has only one director,The director cannot concurrently serve as company secretary。The company must appoint another qualified individual or body corporate to serve as secretary。
The change process is very easy。You only need to provide your existing certificate of incorporation、Business registration certificate and latest annual return,Hong Kong Xintong will draft resignation and appointment resolutions for you,and submit the ND2A form to the Companies Registry,The entire change process is usually completed within 3-5 working days。
HKIT's standard secretarial services include:Provide legal secretary address (if required)、Act as legal secretary、Prepare and submit Annual Return (NAR1)、Maintain and update statutory registers (such as SCR)、Assist in director/shareholder change registration、Provide daily legal and compliance consulting for Hong Kong companies。
The annual fee for Hong Kong Xintong's company secretarial services is usually fixed.,However, it generally does not include fees charged by the Hong Kong government (such as annual return registration fee of HK$105).、Business registration certificate annual fee, etc.)。Specific fee details will be clearly listed in the service contract,No hidden costs。
According to Hong Kong laws,All companies registered in Hong Kong must maintain a Significant Controllers Register (SCR) at a designated address,For inspection by law enforcement officers。Hong Kong Xintong as your company secretary,We will collect and verify the information of shareholders who hold more than 25% of the company's shares or persons with significant controlling rights in accordance with the law.,Register and keep it properly。
Yes。Before the company officially completes deregistration (Deregistration) and is delisted by the Companies Registry,The company still exists legally,Must continue to maintain a qualified company secretary and registered address,Otherwise it is still illegal。
The company secretary is mainly responsible for legal compliance and administrative reporting。Although tax audit (Audit) falls within the scope of responsibilities of accountant (CPA),However, as a comprehensive enterprise service provider, Hong Kong Information Communication,Have a professional audit and tax team,Can provide you with one-stop secretarial and audit docking services。
Company secretary handover and information list
Company secretary handover and information list
Company secretary handover and information list
The change of company secretary is not only a change of service provider,Statutory registers should also be completed、annual return、Important controller information、Director resolution、Complete handover of government correspondence and filing calendar。
- Check company name、Business registration、Registered address、director、shareholder、Information on shares and important controllers。
- Check annual return、Business registration、Audit tax and historical changes to see if there are overdue or missing documents。
- Set up government mail reception、Director approval、Responsibility records for data changes and annual deadlines。
Official verification:Hong Kong Companies Registry Annual Return Information。Application conditions、cost、Time limits and continuing obligations are subject to the latest rules and case facts at the time of filing by the competent authority.。

