5 Simple Techniques For hong kong company secretary's practice manual
Cap 622 - Providers Ordinance 244 variation among a term or words and phrases necessary to be Section of the identify and a permitted abbreviation of that term or People words (or vice versa) is to be disregarded. Part: 660 Criminal effects of failure to make needed disclosures
Cap 622 - Corporations Ordinance 350 acknowledging the safety, it can be exercisable only in accordance with that man or woman’s Guidelines; or (b) if— (i) the shares are held in connection with the granting of loans as Section of typical small business actions; and (ii) except where by the proper is exercised for the objective of preserving the worth of the safety or of recognizing the safety, it truly is exercisable only in that man or woman’s interests. (6) Subsections (three) and (five) tend not to need a suitable held by a father or mother enterprise to get regarded as getting held by any of its subsidiary undertakings.
Portion: 809 Registrar ought to not register with no members’ assent L.N. 163 of 2013 03/03/2014 (one) The Registrar have to not register an qualified company under this Aspect as an unlimited company Except if You can find assent to the registration by a majority on the members current in a basic Conference in the company convened to the function. (two) The Registrar need to not sign up an suitable company below this Section as a company minimal by guarantee Except there is assent towards the registration by not less than 75% of your members current in a general Assembly in the company convened to the function. (3) For that needs of this part, in computing a majority, or seventy five%, in the associates in which a poll is demanded, the number of votes to which each member is entitled according to the qualified company’s rules need to be taken into account. (4) On this area, a reference into a member current at a typical Assembly is— (a) a reference to some member existing in particular person; or (b) if proxies are permitted from the eligible company’s restrictions, a reference into a member current by proxy.
Part IVAA from the predecessor Ordinance, as in force promptly before its repeal, continues to apply in relation to— (a) an software produced before the commencement day* of Division 4 of Element fourteen for depart to deliver or intervene in proceedings underneath section 168BC on the predecessor Ordinance, as in pressure quickly right before its repeal; and (b) if leave is granted to bring or intervene in proceedings, the proceedings so introduced or intervened in. 127. Software for inspection of company’s information
(two) With this part— young children(子女) features action-children, illegitimate young children and youngsters adopted in almost any manner recognized via the law of Hong Kong; personnel share scheme(僱員參股計劃) signifies a scheme for encouraging or facilitating the holding of shares in the company by or for the advantage of— (a) folks utilized or formerly used in very good faith by that company or A further company in precisely the same team of corporations; or (b) spouses, widows, widowers, or small small children of persons referred to in paragraph (a); small children(未成年子女) usually means children who are under eighteen several years of age. Area: 281 Exception for loans to staff members L.N. 163 of 2013 03/03/2014 (one) Matter to part 282, this Division would not prohibit the earning by a company of financial loans to its qualified workers for the goal of enabling them to obtain completely paid out shares during the company or its holding company being held by them By the use of beneficial possession. (2) During this portion— youngster(子女) features a step-kid, an illegitimate boy or girl and a kid adopted in almost any fashion acknowledged with the regulation of Hong Kong; suitable personnel(合資格的僱員), in relation to some company, usually means folks employed in excellent faith with the company, apart from—
Remarks: Not nevertheless in Procedure (one) The Court docket might make an order with the disclosure via the Registrar of a shielded handle— (a) if— (i) There's proof that the service of paperwork within the appropriate correspondence address in the director will not be helpful to convey them towards the observe on the director; or (ii) it's important or expedient to the safeguarded deal with being disclosed in reference to the
Cap 622 - Organizations Ordinance 173 (a) to eliminate a director; or (b) to appoint anyone in place of a director so eliminated with the Conference at which the director is eliminated. Notice— See also segment 578 which sets out the requirements about special recognize. (five) A vacancy designed by the removal of the director, Otherwise stuffed for the meeting at which the director is taken off, might be crammed as an informal vacancy. (6) Someone appointed director in place of a removed director is usually to be regarded, for the goal of figuring out time at which that individual or almost every other director is always to retire, as if that individual had turn out to be director within the working day on which the individual eradicated was past appointed a director. (7) In relation to some resolution to eliminate a director prior to the stop from the director’s phrase of Workplace, no share may, on a poll, carry a greater quantity of votes than it would carry in relation towards the generality of issues to become voted on in a basic Conference in the company. (8) If a share carries Unique voting legal rights (which is to convey, rights unique from People carried by other shares) in relation to some issues but not Many others, the reference in subsection (7) for the generality of issues to generally be voted on at a general Assembly from the company is to be construed as a reference on the issues in relation to which the share carries no Exclusive voting rights. (nine) This part is not to be regarded as depriving an individual of payment or damages payable to the person in respect from the termination of— (a) the person’s appointment as director; or (b) any appointment terminating with that as director. Segment: 463 Director’s right to protest in opposition to removal L.N. 163 of 2013 03/03/2014 (1) On receipt of observe of a resolution below segment 462(four) to eliminate a director, the company have to forthwith ship a copy with the discover on the director worried. (2) The director (whether or not a member of the company) is entitled to get read about the resolution on the meeting at which the resolution is voted on.
(two) Without the prescribed acceptance of its customers as well as prescribed approval on the holding company’s members, a specified company ought to not— (a) come up with a quasi-bank loan into a director of the holding company of the company; or
用戶可查閱備存在公司登記冊內的註冊公司現況資料及已登記文件的影像紀錄。
(two) To the purposes of the Ordinance, an undertaking is usually a mum or dad undertaking of another undertaking if it has the proper to work out a dominant impact over that other enterprise by advantage of— (a) the provisions contained in almost any doc constituting or regulating that other enterprise; or (b) a contract in writing that—
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L.N. 163 of 2013 03/03/2014 For the goal of determining whether the powers laid out in section 35(3) and (four) are exercisable in relation to some doc, the Registrar may perhaps— (a) withhold the registration in the doc pending compliance with the request below paragraph (b); and (b) ask for the one that is required or formation company services authorized to deliver the document on the Registrar for registration underneath the Ordinance to do any or all of the following in a period of time specified via the Registrar— (i) to provide every other document, info or proof that, within the Registrar’s viewpoint, is necessary for the Registrar to determine the query as to whether or not the doc is unsatisfactory; (ii) to appropriately amend or complete the document, and redeliver it for registration with or with out a supplementary doc; (iii) to use towards the court for almost any order or way the Registrar thinks required and to perform the
Part 69 in the predecessor Ordinance (so far as it pertains to a transfer of shares), as in force straight away ahead of its repeal, proceeds to apply to a transfer lodged prior to the commencement day* of segment 151. 23. Challenge of share certificate on transfer
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