Providing a Hong Kong Company Secretary

Hong Kong is one of the most efficient places in the world for incorporating a company mainly because of its trade policies, low tax regime, free market and the free business environment. Its location as the business center in Asia and close proximity to the China market open up the possibilities for companies. There are relatively few restrictions on global investments, and that is why it is known as an investor-friendly business city.

Anyone can set up a Hong Kong company, and become a director and shareholder of their own company. This is not only restricted to Hong Kong citizens, but people from all over the world can start their own company, and begin business under it’s name. It’s low barrier to entry and friendly business culture make it highly sought after for startups and new business owners with great potential.

Our team at Startupr provides a wide range of company secretarial services in Hong Kong to assist our clients to comply with the requirement of Hong Kong’s company law. We are glad to serve as your company secretary here in Hong Kong, and ensure a smooth process for incorporating your company and setting everything up to start your business.

Company Secretary Hong Kong

Anyone above 18 years old can register a company in Hong Kong. So if you are looking for the right venture for business expansion in Asia, or you’re simply looking for lower taxes on your international business, Hong Kong company registration might be the most viable solution.

The procedure for setting up a company in Hong Kong is simple, fast, and inexpensive because of it’s free economy providing low corporate taxes and business costs, strict privacy laws, and an efficient workforce.

Must I have a local  company secretary in Hong Kong ?

According to the Laws of Hong Kong, each company must hire a company secretary who must reside in Hong Kong or a group that must have its registered office in Hong Kong. Of all the duties, the company secretary has to make certain that the company is in compliance with the statutory requirements of the Hong Kong Companies Ordinance and must maintain the statutory documents of the company.

“Secretary” in this regards refers to a corporate secretary, and not a clerical or personal secretarial assistant. It is a professional agency responsible for the compliance and statutory requirement of the company. Also, a sole director/shareholder cannot act as company secretary, a company secretary must be appointed. They will be able to represent the company for government filings and requirements in the compliance for good standing of the company.

Duties of a Company Secretary are generally as follows:

• Incorporation of Hong Kong companies.
• Provision of a Hong Kong resident company secretary as required by HK company law.
• Provision of a registered office address for receipt of government mail.
• Preparation and filing of the Annual Return.
• Attending to the issuance and transfer of shares.
• Attending to the appointment and resignation of directors.
• Attending to the deregistration of companies.
• Attending to other statutory corporate compliance issues.

Startupr will handle all the duties mentioned above of a Company secretary and we will act as your local company secretary and registered agent.

Why Choose Startupr?

Startupr provides a full-range of specialized corporate secretarial service to our clients. We commit to minimize uncertainties and answer doubts of our clients when encountering related laws, and evaluating whether the company strategy is meeting with statutory requirements of the jurisdiction. We provide information on the most up-to-date relevant corporate laws and regulations and conducting analysis upon the impacts faced by the company.

Our unique SameDay system checks your information as you enter it in the form. Our system then conveys your data automatically to the Companies Registry forms, and we submit them directly to the appropriate government portal.

Our rates are among the lowest because our system is simply the most efficient, and the communication with our international clients is clear, straightforward, and reliable. But our efficiencies go well beyond our offices. Quick and clean filings leave you more time for your own business, free of anxiety or stress. We handle the bureaucracy so you can handle your firm.

• We charge only $285 USD annually (Startupr as company secretary + registered address) – Annual return (includes list of officers & directors) must be filed within 42 days of the anniversary of initial registration date.
• Notification about due dates for each entity (e.g. Annual return)
• Avoid paying late fees with our system for tracking due dates for all your companies Startupr’s exclusive SameDay system can incorporates your company in hours, and 100% online.
• Inland Revenue Department (IRD) tax filing (provided by our partner, Grand Concept) for newly incorporated companies falls due 18 months after the incorporation date. Thereafter, the tax authority notifies companies every April 1, who must then file within 30 days.
• Initial annual audit (provided by our partner, Grand Concept) must be filed within 18 months after incorporation date.
• An Annual General Meeting (AGM) must be held within 18 months of incorporation, at a time and place the directors announce.
• The Business Registration Certificate must be renewed one to three years post-incorporation, depending on the Certificate issued. Renewal must be one month before expiration. We will remind you of this requirement by email 1-2 months before the due date.

Company Secretary

The easiest and usually most cost-effective way to ensure that your business complies with the law, and to enable the directors to concentrate on pursuing the company’s strategic aims, is to appoint an experienced company secretary to manage the compliance matters.

A Company Secretary ensures compliance of all laws, which relate to the working of a company. Hence, knowledge about corporate laws and the rules related to it are mandatory to keep the company in good standing with the government. It’s undesirable to have a company secretary which constantly files late returns and without informing you of necessary government filings or when you receive important documents. This can cause unnecessary strain and delays for the operations of your business.

Each Hong Kong-incorporated limited organization is required by the Companies Ordinance to have a Company Secretary. On the request form, you may choose to appoint Startupr as your company secretary. We can also handle the entire post-incorporation process and necessary documents. If you choose to file the paperwork yourself, and merely need to use us as your Company Secretary, select accordingly on the order form. Be advised that any unauthorized use of a Company Secretary, including ours, must by law be reported to the Companies Registry of Hong Kong Special Administrative Region.

How does the company secretary help your Hong Kong business?

According to section 474 of the Hong Kong Companies Ordinance, all Hong Kong companies must delegate a company secretary. As such, those looking to finish the Hong Kong company incorporation process cannot do so until a company secretary has been appointed. The company secretary will help your Honk Kong business not only carry out different procedures but also make the company legally compliant. Some other procedures that the company secretary will help in are:

• Assisting with the procedures that are related to the board meeting
• Take down the minutes of the board meeting
• Sign the documentation that specifies the resolutions made in the board meeting

For those who are unfamiliar with Hong Kong’s laws and compliance processes, the best option is to outsource the role of the company secretary to avoid any potential fines or penalties associated with non-compliance.

Requirements to appoint a company secretary in Hong Kong

When you incorporate a company in Hong Kong, the sole director or shareholder cannot serve as the company secretary. In that case, one will need to appoint a company secretary to act as the custodian of statutory documents and act as the bridge with the Hong Kong administration. Other than the sole director, anyone can act as a company secretary.

If the company chooses a person as the secretary, this person must be a permanent resident and citizen of Hong Kong. If a corporate body is hired as the secretary of the company, the office should be present and must operate in Hong Kong. The hired company should have more than one director, if not then such an organization can not be hired as the company secretary.

The process to appoint a Hong Kong company secretary

The process of appointing a Hong Kong company secretary has been quite simple. The company secretary’s appointment has to be as per the provisions of the Companies Ordinance of Hong Kong (Cap 622). All companies have to follow the procedure for the position of company secretary in Hong Kong. One must follow the following procedure for the appointment of a company secretary in Hong Kong:

• Compliance has to be met by the company in appointing the company secretary in Hong Kong. The appointment has to be made under section 474 of the Companies Ordinance of Hong Kong.
• A resolution has to be passed in the Board Meeting regarding the appointment of the company secretary.
• Once this resolution is passed in the board meeting, the same has to be approved in the general meeting.
• If the company does not take the necessary steps in appointing a company secretary, then the registrar of companies would take over appointing a company secretary process.
• As per section 476(1) of the companies’ ordinance of Hong Kong, the registrar can appoint a company secretary.
• When the registrar designates the company secretary, such appointment must be according to section 474 of the companies’ ordinance.

How to choose the right company secretary for your Hong Kong business?

An ideal company secretary should possess top corporate governance skills like diplomacy skills and emotional intelligence skills. Other skills that the secretary should consist of:

• Problem-solving skills
• Planning skills
• Communication skills
• Teamwork skills
• Attention to details

Now that you know all the qualities to look for in a good company secretary in Hong-Kong, in case you are unable to find them. One sure way to get the best is choosing an agency. Secretary services agencies are operated by professionals and have a lot of experience assisting other companies in Hong Kong.

Are you looking for a company secretary that will effectively perform their duties? Startupr is an organisation that provides you with company secretary services in Hong Kong. Startupr also offers other services such as company incorporation, filing annual return form, and bookkeeping & accounting services (provided by our partner, Grand Concept). Feel free to contact startupr to learn more!

Change of Company Secretary

You may easily transfer your current Hong Kong company secretary to that of Startupr, if you are unhappy with your current one. We can check if your company is in good standing, and what documents are needed to get your company up to date.

Follow the simple order process as below:

1. Request our status as your Company Secretary online
2. We then plan and sign the printed material for changing your recorded company secretary. As company director or secretary, you sign the change in secretary notification form.
3. You may sign and mail us the hard copy form, which we will document upon receipt. On the other hand, we can change the recorded secretary online through the Companies Registry.
4. We will proceed with the change of the company secretary.

Cost – Change of company secretary

Are you unhappy with your current company secretary? Do you need a change? Well, we have the solution!

If you are unhappy with your current one, you can easily transfer your Hong Kong company secretary to under Startupr. We will help to check if your company is in good standing with the government and what documents are required to get your company up to date.

Follow the simple guidelines as below:

• Request our status as your Company Secretary online.
• Provide us your company details and we will do a review of your company and check to see if all the company filings are up to date. If not, we will inform you of what you need to do.
• We then prepare documents for changing your registered company secretary. As a company director, you will need to approve and sign the relevant forms. You may sign and send us the digital or hard copy form for processing.
• After this, we will change the recorded secretary for your company, and file the necessary documents to the government to make it official.

At Startupr, the fees for the change of company secretary is highly reasonable and affordable. The breakdown of the fee has been shared below:

• Registered Address – Free of Charge
• Startupr as an Agent/Company Secretary – $ 285 USD/1 Year
• Filing of Annual Return and e-Certificate (NAR1) – $105 USD (Gov. Fees of $25 USD included)
• Annual General Meeting (AGM) – $ 60 USD
• Business Certificate filling $ 95 USD
• Designated Representative (for Significant Controllers Registers – SCR only) – $ 45 USD/1 Year
• Total: 590 USD (excluding outstanding fees, filings and penalties)

Please Note: There may be additional costs if there is any outstanding filings for the company (i.e., overdue renewal, taxes, etc.), as we would need to update your company for bringing it to a good standing.

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Renewal for Existing Clients

Our current clients can choose to renew their services with us, and continue their business registration. We will automatically inform you when it’s time to renew your company through email, and also the company status on our Backoffice System. We give you ample time in advance, and will notify you around 6 weeks before your anniversary date to renew your company. It’s important to be on time with the renewal and filings, as multiple late penalties can occur for the company in terms of the business registration certificate, annual return, and other filings if these are not filed on time.

Upon your company renewal, we will also automatically renew the business registration certificate, file the annual return, and prepare the annual general meeting of the directors, so you don’t need to worry about these. This will update the government records of the company particulars, and we will forward you a copy for your records. We will also renew the our registered address for the company.

At this time if you are using our business address and mail forwarding, you can also renew our services, and make the payment for this all together. This may be easier for you to keep track of all the necessary filings around your anniversary date. If you choose to add further services for your company, you can inquire about these or order them online through our system.

Startupr gladly serves as your trusted company secretary with many years of experience of the field of company formation and secretary services. Our staff strive to provide high quality one-stop services for all your company needs. You can be sure that everything will be taken care of by us at Startupr.

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