WHAT DOES HONG KONG LISTING RULES COMPANY SECRETARY MEAN?

What Does hong kong listing rules company secretary Mean?

What Does hong kong listing rules company secretary Mean?

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The only director of A personal company cannot also be the company secretary (i.e. one of several company’s administrators can be the company secretary only if there is more than one director set up);

(four) If your buy on the Courtroom necessitates the company not to generate any, or any specified, alteration to its posts, the company does not have electric power to generate any these kinds of alteration without having go away on the Court docket. (five) The powers from the Court docket beneath this segment don't limit its powers beneath area 287.

(3) In spite of subsection (2)— (a) a specified company may possibly enter in to the transaction with only the prescribed acceptance of its members In the event the Keeping company is incorporated exterior Hong Kong; and (b) a specified company may perhaps enter in the transaction with just the prescribed approval of the Keeping company’s associates if it is a completely owned subsidiary of the holding company, as well as Keeping company is incorporated in Hong Kong. Part: 503 Specified company will have to not enter into credit score transaction and so forth. as creditor for director or linked entity

Cap 622 - Providers Ordinance 81 in the company. (2) The company must involve Together with the notice with the proposed resolution— (a) a duplicate from the document that contains the proposed standard provide; and (b) a press release, signed by the administrators with the company, that contains information that might permit an affordable person to kind a legitimate and justifiable viewpoint as to the merits on the provide. (3) If, beneath the proposed normal supply, a member on the company could possibly be compelled to get rid of the member’s shares beneath Division five of Aspect thirteen (compulsory acquisition following standard give for share purchase-back)— (a) the company ought to appoint an impartial investment decision adviser to advise users who may be influenced from the Obligatory disposal within the merits on the offer; and (b) the resolution authorizing the offer you has to be a Unique resolution on which no non-tendering member votes. (four) Someone is suitable for appointment as an expense adviser less than subsection (three)(a) provided that— (a) the individual is a corporation licensed to carry on, or an authorized money institution registered for carrying on, a company in advising on securities or advising on corporate finance below Component V in the Securities and Futures Ordinance (Cap 571); and (b) the individual is neither— (i) a member, officer, shadow director or worker on the company creating the final supply or of an related company of that company; nor (ii) an linked company of the company generating the general offer you.

(five) In Division 6, a reference to your billed assets of the registered non-Hong Kong company is a reference to— (a) the house in Hong Kong of the company and issue to a cost established via the company, other than home which was not in Hong Kong when the cost was designed; or (b) the house in Hong Kong of the company and issue to a cost that subsisted in the event the property was

Portion 86 in the predecessor Ordinance, as in pressure right away ahead of its repeal— (a) carries on to apply in relation to an application made by a company, or anyone fascinated, before the commencement date* of sections 346 and 347 for your needs of that area 86; and (b) carries on to apply, by advantage of section 91 from the predecessor Ordinance as so in force, in relation to an application created by a non-Hong Kong company registered less than Part XI of the predecessor Ordinance, or anyone intrigued, right before that commencement date* for that reasons of that part 86. seventy one. Observe to Registrar of appointment of receiver or supervisor and so forth.

(four) The Courtroom ought to not buy the elimination of any data from the businesses Sign up under subsection (1) Until it's glad that— (a) whether or not a doc demonstrating the rectification in concern is registered, the continuing existence of the information on the businesses Sign up will cause materials damage to the company; and (b) the company’s curiosity in taking away the information outweighs the fascination of other people in the knowledge continuing to seem on the businesses Sign-up. (five) When the Court would make an buy for that rectification of any information on or perhaps the removing of any data from the businesses Sign-up under subsection (1), the Court may perhaps make any consequential buy that seems to it being just with regard to your lawful result (if any) to get accorded to the data by virtue of its having appeared on the businesses Sign up. (6) In case the Court tends to make an get for the removing of any info from the businesses Sign up underneath subsection

(2) Without the prescribed approval of its customers along with the prescribed approval from the Keeping company’s customers, a specified company should not— (a) produce a quasi-loan to your director of a holding company of your company; or

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L.N. 163 of 2013 03/03/2014 (one) A issue that straight away before the commencement date* of the Division was contained during the memorandum of association of an existing company and was in power is, for all applications, for being considered to be a provision in the company’s articles. (2) If a memorandum of association is registered on or following the commencement date* of this Division beneath the provisions having a continuing outcome below Program eleven, a problem contained in that memorandum is, for all applications, for being regarded as a provision of the company’s article content registered underneath the predecessor Ordinance. (three) If, before the commencement date* of this Division, a special resolution altering a affliction on the memorandum of association of the current company was passed under area 8(1) or 25A(1) of your predecessor Ordinance as well as alteration takes effect on or following that date, then the altered problem is, for all applications, being thought to be a provision from the company’s content registered beneath the predecessor Ordinance.

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(8) Subsection (six) isn't going to render faulty any authorized proceedings by or in opposition to the registered non-Hong Kong company. If you will discover any legal proceedings Which may happen to be commenced or ongoing by or in opposition to that company because of the corporate title or even the outdated accepted title, These proceedings can be commenced or continued by or towards it by The brand new approved identify in relation on the corporate title. Portion: Division: sixteen five Licensed Representatives of Registered Non-Hong Kong Businesses

Firstly, Take into account that a company secretary need to really know what These are doing – you shouldn’t just appoint any random to go ahead and take position!

L.N. 163 of 2013 03/03/2014 (one) A company may well notify each individual member or potential member to provide the company a recognize of intent below subsection (3). (two) A notification to some member or probable member— (a) have to be provided in creating; and (b) must be given in relation to your economic calendar year. (3) In response to your notification, a member or possible member may give the company a see of intent to— (a) ask for— (i) either a duplicate with the reporting documents or a copy with the summary economic report; or (ii) none of Individuals copies; and (b) in the situation of paragraph (a)(i), ask for the copy to get despatched because of the company in challenging duplicate sort, in Digital sort, or by making it readily available on a website. (4) A member or probable member may well only create a request less than subsection (3)(b) in reaction to a notification for a replica on the reporting files or a replica in the summary fiscal report back to be despatched in electronic sort or by which makes it accessible on a website When the company has given, within the notification, the member or prospective member an option to ask for company formations login the duplicate to get so sent. (5) If a discover of intent is received by the company at the least 28 days before the to start with day on which a copy in the reporting documents for the financial calendar year is distributed into a member beneath section 430, the notice of intent has influence in relation to that money year, and each subsequent financial yr, till it ceases to have outcome by virtue of subsection (7). (six) If a recognize of intent is obtained by the company a lot less than 28 times prior to the initial date on which a replica from the reporting files to the fiscal calendar year is sent to your member under portion 430— (a) the discover of intent has impact in relation to each economic year subsequent to that economic calendar year right up until it ceases to acquire outcome by virtue of subsection (7); and (b) the member or prospective member would be to be considered— (i) obtaining asked for a copy with the summary monetary report for your money calendar year; and (ii) getting asked for the summary monetary report to be despatched from the company in tough copy type.

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