Articles of Association
Articles of Association of a limited private company. It is a document that contains the rules and regulations or even bye-laws of a company, which guides the internal operations and management of the company.
Company
Due Diligence Checklist for Startup
This is a due diligence checklist for Angel Investor / Venture Capital / Private Equity to invest in startups.
Company Incorporation Questionnaire / Checklist
Questionnaire/Checklist for the Incorporation of Company – Basic information required to incorporate the company and carry out any subsequent formalities.
Shares Certificate
This is a Share Certificate issued to the Shareholder evidencing the ownership of the shares of the Company.
How do I issue/transfer shares?
A company’s power to issue and transfer shares and the limitations are prescribed in the company’s article of association (“the Articles”) and the Companies Ordinance (Cap. 622). The procedures of issuing and transferring shares are different, therefore it is essential to distinguish the two so you can comply with the respective requirements. What’s the difference? … Read more
How do I appoint/remove a director?
The directors are responsible for the overall management of the company.The process for appointment and removal of director(s) is governed by the article of association (“the Articles”) and the Companies Ordinance (Cap. 622) (the “CO”). Appointment of Directors Age: Any person, who is 18 years old or above, can be appointed as a company director … Read more
How do I change the company name and business address after incorporation?
Here are the steps for changing the company name of a local limited company: Choose a new name for your company. To understand more about the guidelines on choosing a company name, read “ How do I register a company in Hong Kong?” Pass special resolution to authorize name change and amend the articles of … Read more
What is a business name? Is it necessary to have one? How can I change it?
A business name in Hong Kong is like a nickname of your company. It is the name by which your business is known to the public. It is used for promotional and advertising purposes. A business name can be different from the name of your company or the individual who owns the business. In this … Read more
What is the difference between Shareholders’ Agreement and Articles of Association?
A Shareholders’ Agreement (“the Agreement”) is an agreement between the shareholders of a company to define the rights and obligations of the shareholders. Some of the key provisions are: voting rights, dividend policy, restrictions on transfer of shares, protection for minority shareholders. Given the contractual nature of the Agreement, if one of the shareholders breach … Read more
Are there any restrictions on what a company can or cannot do? Is the company still bound by its objects under the memorandum of association?
In short, a company incorporated in Hong Kong is governed by the Articles of Association (the “Articles”). The Articles specify rules and regulations on how the company will carry out its operation. Therefore, if the Articles sets out any restrictions on what the company can/cannot do then any powers exercised to the contrary will be … Read more