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Company Secretary Service
What is a TCSP licensee?
We are a qualified licensee under Trust or Company Service Provider (TCSP) licensee in Hong Kong, licensed by the Companies Registry under the Anti-Money Laundering and Counter-Terrorist Financing Ordinance (AMLO) to legally provide trust or company services.
By doing so, we are therefore able to provide variety of company services which comprise company formation, acting as a director or secretary of a corporation, providing registered office facilities, acting as a trustee, or acting as a nominee shareholder.
What is the role of a Company Secretary?
Mandatory Requirement: Under the Hong Kong Companies Ordinance (Cap. 622), Hong Kong incorporated company (private or public, except sole-member private companies where the sole director is also the secretary) require to appoint a Company Secretary. This is a statutory position crucial for compliance and governance.
Primary Function of a Company Secreatary: Acts as the chief administrative officer and compliance guardian of the company, ensuring adherence to Hong Kong's company law and regulatory requirements. They are the key liaison between the company, its directors, shareholders, and government authorities (primarily the Companies Registry and the Inland Revenue Department).
What are the key duties & responsibilities of a Company Secretary?
Statutory Compliance:
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Filing: Prepare and submit statutory returns and forms to the Companies Registry (e.g., Annual Returns (NAR1), Notice of Change of Directors/Secretary (ND2A/ND2B), Change of Registered Office Address (NR1), Allotments of Shares (SC1/SC4), Charges Registration (e.g., MG01/MG02)).
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Record Keeping:* Maintain statutory registers accurately and up-to-date (Register of Members, Directors, Secretaries, Significant Controllers (SCR), Charges, Directors' Interests in Shares/Contracts).
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Meeting Management:* Organize, attend, and minute Board Meetings and General Meetings (Annual General Meetings - AGMs, Extraordinary General Meetings - EGMs). Ensure proper notice is given, agendas are set, resolutions are drafted and passed correctly, and minutes are accurately recorded and filed.
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Annual Returns: Ensure the Annual Return is filed correctly and on time (within 42 days after the company's "return date" - usually the anniversary of incorporation).
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Business Registration:* Liaise with the Inland Revenue Department (IRD) to ensure the Business Registration Certificate is renewed annually.
Corporate Governance:
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Advisory: Advise the Board of Directors and members on their statutory duties, responsibilities, corporate governance best practices, and compliance requirements.
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SCR Compliance: Implement and maintain procedures for identifying and recording Significant Controllers, filing the SCR with the Companies Registry, and keeping the internal register updated.
Communication & Administration:
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Official Correspondence: Handle official communications from the Companies Registry, IRD, and other regulatory bodies.
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Registered Office: Ensure the company maintains a registered office address in Hong Kong (often provided by the corporate service provider if the secretary is external) and that official documents are accessible there.
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Document Custody: Safekeeping of important company documents (e.g., Certificate of Incorporation, Business Registration Certificate, Memorandum & Articles of Association, statutory registers, minute books, seals (if used)).
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Share Transmissions: Process share transfers, maintain the share register, and issue share certificates.
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Corporate Changes: Manage administrative aspects of corporate changes (e.g., changes in company name, capital structure, amendments to Articles).
Our professional fees:
服務項目 | 費用（港幣） | 職責 |
|---|---|---|
公司秘書服務（每年） | 2,105（包括政府費用：105（NAR1提交公司註冊處費用）） | - 履行上述公司秘書的法定及行政職責，包括文件提交、記錄保存、會議管理、年度申報及公司治理等。 |
虛擬辦公室服務（每年） | 2,000 | - 提供優質商業地址，用於公司註冊、名片、信箋、網站及市場推廣材料。
- 接收寄往虛擬辦公室地址的郵件及包裹。
|
股份轉讓 | 每份轉讓文件/轉讓：2,000（不包括印花稅）
每額外一份轉讓文件/轉讓：1,500 | - 準備轉讓文件、買賣票據及相關法定董事會記錄。
- 向印花稅署提交文件以繳納印花稅。
|
有限公司撤銷註冊 | 2,690（包 括稅務局「不反對通知書」費用270及公司註冊處撤銷註冊費用420） | - 準備向稅務局申請「不反對公司撤銷註冊通知書」的申請表。
- 向公司註冊處提交撤銷註冊通知。
- 準備相關法定董事會記錄。
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常见问题解答
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