What Does hong kong listing rules company secretary Mean?
What Does hong kong listing rules company secretary Mean?
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(five) If a registered non-Hong Kong company, or an officer or agent of a registered non-Hong Kong company, fails to comply with an get less than subsection (four), the company, or even the officer or agent, commits an offence and is also liable to your fine at stage five and, in the situation of the continuing offence, to a further good of $one thousand for day after day in the course of which the offence carries on. (6) In this particular segment, a reference to the Qualified duplicate of any accounts is, Should the accounts will not be in English or Chinese, a reference to a Qualified translation of your accounts in English or Chinese. Area: 790 Administrators could revise accounts not complying with particular prerequisite
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Cap 622 - Firms Ordinance 159 Area: 427 Courtroom may well buy assertion of circumstances never to be sent L.N. 163 of 2013 03/03/2014 (one) This segment applies if an application has actually been designed under part 426(1)(b) or (three) in relation to a press release of instances provided by an individual to the company. (2) Should the Court docket is contented that the individual has abused the usage of the statement of situations or is utilizing the statement to protected needless publicity for defamatory subject, the Court docket— (a) will have to direct that copies with the assertion are certainly not to generally be sent beneath segment 426(1)(a); and (b) could buy the individual, nevertheless not a celebration to the application, to pay for the applicant’s costs on the appliance in whole or partly. (three) In the event the Court docket provides directions less than subsection (2)(a), the company ought to, in 15 days beginning to the date on which the Instructions are provided— (a) send a notice location out the impact with the Instructions to— (i) each and every member of your company; and (ii) Except if now named as a party to the proceedings, the one who has provided the statement of circumstances into the company; and (b) supply a replica from the see towards the Registrar for registration. (four) When the Court decides never to grant the application, the company have to, within 15 days commencing on the day on which the choice is created or on which the proceedings are discontinued for virtually any explanation— (a) give detect of the decision to the person who has presented the assertion of situation into the company; and (b) send a replica with the statement of situations to every member of your company also to that human being.
According to the company secretary prerequisite Hong Kong, a company secretary is recommended for being a member of HKCGI.
Cap 622 - Firms Ordinance 259 lengthier exceeds the worth of the consideration laid out in People phrases. (3) To the applications of the Division, shares that an associate of your offeror, or a nominee on the offeror’s behalf, retains, or has contracted, unconditionally or topic to problems getting glad, to obtain, whether or not with the day of your takeover offer or subsequently, aren't to be thought to be shares to which which provide relates, regardless of whether which provide extends to those shares. This subsection has result matter to subsection (4). (4) With the functions of the Division, exactly where, after a takeover supply is produced but prior to the stop on the give interval, an associate on the offeror, or possibly a nominee about the offeror’s behalf, acquires, or contracts unconditionally to accumulate, any from the shares to which the offer relates, the shares are to generally be viewed as shares to which the present relates if— (a) the worth from the consideration for which the shares are obtained, or contracted for being acquired, at time in the acquisition or deal, doesn't exceed the value in the consideration laid out in the terms on the present; or (b) These phrases are subsequently revised so that in the event the revision is introduced, the value of your consideration for which the shares are acquired, or contracted to get obtained, at time with the acquisition or deal, no longer exceeds the value of the consideration specified in Those people terms. Part: 692 Revised offer you never to be viewed as fresh new supply L.N. 163 of 2013 03/03/2014 For your purposes of the Division, a revision from the phrases of a proposal to amass shares is to not be considered the creating of the clean offer you if— (a) the conditions with the offer you make provision for— (i) their revision; and (ii) acceptances within the previous terms to be dealt with as acceptances to the revised terms; and (b) the revision is manufactured in accordance with that provision. Aspect: Division: Subdivision: 13 four 2 “Squeeze-out” L.N. 163 of 2013 03/03/2014 Part: 693 Offeror may perhaps give detect to acquire out minority shareholders L.N. 163 of 2013 03/03/2014 (1) If, in the situation of the takeover present that doesn't relate to shares of different lessons, the offeror has, by advantage of acceptances from the give, obtained, or contracted unconditionally to acquire, at the very least ninety% in variety of the shares to which the offer you relates, the offeror might give recognize towards the holder of every other shares to which the supply relates that the offeror needs to obtain Individuals shares.
That said, since the job indicates some expertise and knowledge, for those who appoint a person, be sure that he/she has the relevant qualifications. Alternatively, if you opt to hire a service provider, you’ll want to examine they've got the right licence in place.
As a company operator, you’ll ought to post two studies and one audit on a yearly basis. Even When you have no transactions, you continue to ought to submit once-a-year studies: prepare unaudited accounts, have an exterior auditor evaluate them, and file Revenue Tax Return.
(thirteen) With this segment— equivalent debenture holders(相應債權證持有人), in relation to somebody to whom a doc or info is shipped or supplied by a company, indicates the debenture holders on the company position Similarly for all functions with the person. Segment: 834 Conversation in other varieties L.N. 163 of 2013 03/03/2014 (1) This part applies if a document or facts is shipped or equipped by a company to a different individual if not than in Digital or really hard duplicate form or by making it offered on an internet site. (two) The document or data is distributed or provided to that other man or woman for the needs of the relevant provision In case the doc or data is distributed or provided in a variety or manner that's been agreed by that other individual. Segment: 835 Joint holders of shares or debentures L.N. 163 of 2013 03/03/2014 (1) This segment applies if— (a) a provision of this Ordinance authorizes or requires a document or information to become sent or provided by a company to your holders of its shares or debentures; and (b) a doc or information and facts is required being sent to joint holders on the shares or debentures. (two) Issue to anything at all while in the company’s article content, the doc or facts is shipped or supplied to your joint holders to the purposes from the provision Should the document or details is shipped or equipped to— (a) Just about every in the joint holders; or (b) the holder whose identify seems initial in the company’s sign-up of users or register of debenture holders.
Segment 57C of your predecessor Ordinance, as in drive quickly ahead of its repeal, carries on to apply to shares purportedly issued or allotted prior to the commencement day* of part 146. 21. Permitted commissions
Portion: 784 Appeal against selection to provide see L.N. 163 of 2013 03/03/2014 Inside 3 weeks after remaining served that has a notice underneath section 780(one)(b) for any corporate identify or for an permitted name in relation to your corporate name, a registered non-Hong Kong company may appeal to the Administrative Appeals Board against the decision to provide the discover. Portion: 785 Change of permitted name L.N. 163 of 2013 03/03/2014 (1) A registered non-Hong Kong company may well apply, in crafting, on the Registrar for change of the accredited identify, in relation to some corporate name, beneath which the company is to carry on business enterprise in Hong Kong. (two) An application needs to be delivered to the Registrar. (three) On receiving an software for change of the accepted title, the Registrar should approve The brand new identify Except if satisfied that the new identify— (a) is similar to or is just too like— (i) a reputation that appears, or must have appeared, during the Index of Company Names; or (ii) the title of the body corporate incorporated or founded underneath an Ordinance; or (b) gives so misleading an indication of the character of your registered non-Hong Kong company’s functions in Hong Kong as to become more likely to cause harm to the public. (four) When the Registrar approves a different identify, the registered non-Hong Kong company could deliver towards the Registrar for registration a return, in the desired kind, specifying The brand new identify so authorized. (5) On acquiring a return, the Registrar must, unless glad the new identify specified in it is actually similar to a reputation that appears, or should have appeared, in the Index of Company Names— (a) enter The brand new name in the businesses Sign up given that the title, in relation to the corporate title, beneath which the registered non-Hong Kong company is to carry on company in Hong Kong; (b) create a Take note in the Companies Sign-up to the result that there's a change of accepted identify;
Area: 469 Permitted indemnity provision L.N. 163 of 2013 03/03/2014 (one) Part 468(3) doesn't apply to a provision for indemnity from legal responsibility incurred because of the director to the third party In case the requirements specified in subsection (2) are satisfied in relation into the provision. (two) The provision need to not give any indemnity in opposition to— (a) any legal responsibility on the director to pay for— (i) a fine imposed in prison proceedings; or (ii) a sum payable By means of a penalty in respect of non-compliance with any prerequisite of the regulatory character; or (b) any liability incurred via the director— (i) in defending legal proceedings where the director is convicted; (ii) in defending civil proceedings introduced by the company, or an related company of the company, in which judgment is offered versus the director; (iii) in defending civil proceedings introduced on behalf with the company by a member of the company or of an involved company from the company, wherein judgment is given from the director; (iv) in defending civil proceedings brought on behalf of an involved company in the company by a member with the involved company or by a member of an associated company from the connected company, where judgment is presented against the director; or (v) in reference to an application for aid beneath segment 358 from the predecessor Ordinance or part best llc formation company 903 or 904 through which the Court docket refuses to grant the director reduction. (3) A reference in subsection (two)(b) to the conviction, judgment or refusal of relief should be to the final final decision while in the proceedings.
(three) The Financial Secretary have to not appoint a person below subsection (2) to investigate a company’s affairs Except if the Money Secretary is satisfied that it's in the general public fascination to take action. (four) The Economical Secretary may perhaps appoint anyone underneath subsection (2) to investigate a company’s affairs Despite the fact that the company is inside the course of becoming wound up voluntarily. Portion: 842 See of appointment as inspector to generally be shipped to Registrar
Cap 622 - Companies Ordinance 379 (b) carry on to use, by virtue of area ninety one in the predecessor Ordinance as so in drive, in relation into a ask for been given by a non-Hong Kong company registered beneath Element XI with the predecessor Ordinance before that commencement day* for inspecting a sign-up of expenses or copies of devices developing a demand. Section nine
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