The main duties of a company secretary:

Legal Compliance:

• Document Submission: Preparation and submission of statutory returns and forms to the Companies Registry, such as Annual Return (NAR1), Notice of Change of Director/Secretary (ND2A/ND2B), Change of Registered Office Address (NR1), Allotment of Shares (SC1/SC4), Registration of Charges (e.g. MG01/MG02).
   

• Record Keeping: Accurate and timely maintenance of statutory registers, including the register of shareholders, register of directors, secretary’s register, significant controllers register (SCR), register of charges and register of directors’ interests in shares/contracts.
   

• Meeting Management: Organise, attend and record the minutes of Board meetings and general meetings (Annual General Meeting - AGM, Extraordinary General Meeting - EGM). Ensure meeting notices are properly issued, agendas are set, resolutions are correctly drafted and passed, and record and archive meeting minutes.
   

• Annual Return: Ensure that the annual return is filed correctly and on time (within 42 days of the company's "filing date", which is usually the anniversary of the company's incorporation).
   

• Business Registration: Contact the Inland Revenue Department to ensure your business registration certificate is renewed annually.
   

Corporate Governance:

• Advisory role: Advise on directors’ and shareholders’ statutory duties, responsibilities, corporate governance best practices and compliance requirements.
   

• Significant Controllers Compliance: Develop and maintain procedures to identify and record significant controllers, submit a significant controllers register to the Companies Registry, and keep the internal register updated.
   

Communications and Administration:

• Official Communications: Processing official communications from the Companies Registry, the Inland Revenue Department and other regulatory bodies.
   

• Registered office: Ensure the company maintains a registered office address in Hong Kong (usually provided by an external corporate services provider if the company is acting as secretary) and ensure official documents are accessible there.
   

• Document Storage: Safeguard the preservation of important company documents such as the certificate of incorporation, business registration certificate, memorandum and articles of association, statutory registers, minutes of meetings and company seal (if used).
   

• Share Transfers: Processing share transfers, maintaining the share register and issuing share certificates.
   

• Corporate Changes: Managing the administrative aspects of corporate changes, such as changes in company name, capital structure, and articles of incorporation.

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