hong kong company secretary's practice manual Fundamentals Explained
hong kong company secretary's practice manual Fundamentals Explained
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L.N. 163 of 2013 03/03/2014 (one) If it appears into the Registrar that the information contained within a document registered by the Registrar in regard of the company is inconsistent with other facts relating to the company on the businesses Sign-up, the Registrar could give observe for the company— (a) stating in what regard the knowledge contained during the document appears for being inconsistent with other information on the Companies Sign up; and (b) demanding the company to take techniques to take care of the inconsistency. (two) With the applications of subsection (one)(b), the Registrar may possibly demand the company to provide on the Registrar within the time period laid out in the observe— (a) facts required to solve the inconsistency; or (b) evidence that proceedings have already been commenced by the company from the Court docket for the purpose of resolving the inconsistency and that the proceedings are being done diligently.
two. To your extent necessary for an knowledge of the development, efficiency or posture on the company’s business enterprise, a business critique should contain— (a) an Evaluation applying money key effectiveness indicators; (b) a discussion on— (i) the company’s environmental procedures and overall performance; and (ii) the company’s compliance With all the suitable rules and rules that have a major impact on the company; and
(3) Irrespective of subsection (two)— (a) a specified company may perhaps enter in the transaction with just the prescribed approval of its customers In case the holding company is incorporated outdoors Hong Kong; and (b) a specified company may perhaps enter in the transaction with just the prescribed acceptance in the holding company’s users whether it is a completely owned subsidiary with the Keeping company, plus the holding company is incorporated in Hong Kong.
Cap 622 - Firms Ordinance 22 forty nine(1) because the correspondence handle is just not effective to deliver them to your notice from the director, reserve director or company secretary in issue; or (ii) it's important or expedient to the withheld address to get disclosed in connection with the enforcement of the get or decree of the courtroom; and (b) Should the Court is glad that it is acceptable to generate the purchase. (2) The Court may make an order to the disclosure via the Registrar of the withheld identification variety— (a) if it's important or expedient for the range to become disclosed in connection with the enforcement of the buy or decree of a court; and (b) In the event the Court is happy that it is appropriate to create the purchase.
Cap 622 - Corporations Ordinance 226 (ii) 3 months after the stop of that accounting reference period, whichever may be the later; and (b) in the situation of any other company— (i) 6 months after the anniversary in the company’s incorporation; or (ii) three months following the close of that accounting reference interval, whichever may be the later. (three) If a company has by a directors’ resolution below section 371 or maybe a see shipped to the Registrar under that area, shortened an accounting reference period of time, the company ought to hold a common meeting as its once-a-year typical Conference within the following time period— (a) in the case of a private company or simply a company restricted by warranty— (i) nine months once the conclude on the shortened accounting reference interval; or (ii) 3 months after the day of the directors’ resolution, whichever will be the afterwards; and (b) in the situation of every other company— (i) six months after the conclude of your shortened accounting reference time period; or (ii) three months after the day of the administrators’ resolution, whichever would be the afterwards. (four) A personal company talked about in subsections (one), (2) and (3) will not include A non-public company that's, at any time in the economic yr, a subsidiary of a community company. (five) If for just about any explanation the Courtroom thinks match to do so, it may, on an software designed prior to the conclusion of the period if not permitted for holding an once-a-year standard meeting in regard of a fiscal year of a company, by purchase extend that period by an extra period of time specified in the order.
Cap 622 - Organizations Ordinance 214 and specified the intention to suggest the resolution as being a Particular resolution; and (b) Should the notice of the meeting so specified, the resolution may well only be handed for a Unique resolution. (five) A reference to a rare resolution of the company or of a meeting of any class of members of a company — (a) contained in almost any Ordinance which was enacted or document that existed before 31 August 1984; and (b) deemed, in relation into a resolution handed or to become handed on or following that date, to become a Exclusive resolution of your company or Assembly underneath area 116(five) with the predecessor Ordinance, carries on to become considered to generally be this kind of Particular resolution on the company or Conference.
Cap 622 - Providers Ordinance 94 (Cap 32) (arrangement, when binding on creditors). Portion: 278 Principal goal exception L.N. 163 of 2013 03/03/2014 This Division does not prohibit a company from giving financial help for the goal of the acquisition of the share during the company or its holding company or for the purpose of decreasing or discharging a legal responsibility incurred for this kind of an acquisition if— (a) both— (i) the company’s principal intent in giving the guidance is not to give it for the goal of the acquisition of the share while in the company or its holding company or for the objective of minimizing or discharging a liability incurred for these an acquisition; or (ii) the giving from the assistance for the objective of the acquisition of the share in the company or its holding company or for the purpose of lowering or discharging a liability incurred for these an acquisition is simply an incidental Element of some much larger goal from the company; and (b) the aid is offered in fantastic faith in the pursuits of your company. Part: 279 Exception for revenue lending firms L.N. 163 of 2013 03/03/2014 Subject to section 282, this Division does not prohibit the lending of money by a company within the everyday course of organization if the lending of money is an element with the standard company in the company. Segment: 280 Exception for personnel share techniques L.N. 163 of 2013 03/03/2014 (1) Issue to area 282, this Division doesn't prohibit— (a) the offering by a company, in excellent religion during the interests from the company, of economic guidance for your company formation companies functions of the worker share scheme; or (b) the providing of economic guidance by a company for the uses of, or in reference to, anything at all performed because of the company or One more company in the same group of providers for your functions of enabling or facilitating transactions in shares while in the company or its Keeping company amongst, and involving the acquisition of useful ownership of Individuals shares by— (i) people used or formerly used in excellent faith by that company or An additional company in the exact same group of corporations; or (ii) spouses, widows, widowers, or small kids of individuals referred to in subparagraph (i).
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公開資料
Cap 622 - Companies Ordinance 111 enough proof with the grant of probate of the will or letters of administration of a deceased particular person the manufacturing for the company of a document which is by regulation adequate proof of that grant. Area: 326 Method of sign-up of holders of debentures kept below instrument created by company
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Cap 622 - Corporations Ordinance 68 company. Segment: 195 Group reconstruction reduction L.N. 163 of 2013 03/03/2014 (one) This area applies if an issuing company— (a) is a completely owned subsidiary of An additional company (the holding company); and (b) concerns shares— (i) to your Keeping company; or (ii) to a different wholly owned subsidiary with the holding company, in thought for that transfer on the issuing company of non-income belongings of the company (the transferor company) That may be a member on the team of providers that comprises the Keeping company and all its wholly owned subsidiaries. (two) Any surplus of the worth of your belongings transferred more than their Web base value may very well be disregarded when recording as share funds of your issuing company the level of thought for The problem from the issuing company of its shares. Therefore, the minimum amount amount of consideration required to be recorded as share cash on the issuing company in respect of your shares issued to the transfer is the net base value of the assets transferred. (3) The web base price of the property transferred is the amount by which The bottom value of the belongings transferred exceeds The bottom price of any liabilities from the transferor company assumed from the issuing company as thing to consider to the property transferred. (4) For your needs of the part— (a) the base price of property transferred would be the lesser of— (i) the cost of These belongings towards the transferor company; (ii) the quantity at which People assets are said inside the transferor company’ s accounting information instantly ahead of the transfer; (b) The bottom worth of liabilities assumed is the amount at which They're said from the transferor company’s accounting information promptly ahead of the transfer. Part: 196 Merger aid L.N. 163 of 2013 03/03/2014 (1) This portion applies if an issuing company has secured at least a 90% equity holding in Yet another company under an arrangement furnishing for the issue of equity shares inside the issuing company on phrases the thought for the shares issued is to be supplied— (a) by the issue or transfer to your issuing company of equity shares in the other company; or (b) through the cancellation of any equity shares in the other company not held by the issuing company.
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