about us

A Company Secretary is a statutory office under Companies Ordinance (Cap.622), s.474 and s.475. A company secretary helps a Hong Kong company stay properly structured, keeps its statutory records and filings in order, and supports board and shareholder procedures. For listed and pre-listing companies, the role also covers disclosure coordination and Listing Rules compliance. 

Yes, but not the sole director. Section 475(1) of the Companies Ordinance (Cap. 622) permits a director to act as Company Secretary, while Section 475(2) prohibits the sole director from doing so. 

If an individual, the Company Secretary must ordinarily reside in Hong Kong. If a body corporate, it must have a registered office or place of business in Hong Kong. 

It is an offence. Under Section 474 of the Companies Ordinance (Cap. 622), a company must have a Company Secretary at all times. Non-compliance may result in criminal liability and fines. 

Under Section 67 of the Companies Ordinance (Cap. 622), incorporation requires an incorporation form and Articles of Association. A private company generally needs at least one member, one natural-person director, a Company Secretary and a Hong Kong registered office. Non-Hong Kong residents may incorporate. 

Even if a Hong Kong company is inactive, it generally needs to maintain its statutory compliance, including filing its Annual Return, maintaining its Company Secretary and registered office, keeping statutory records, and meeting applicable tax and audit requirements. Under Section 662 of the Companies Ordinance (Cap. 622), a private company generally has 42 days after its incorporation anniversary to file its Annual Return. 

Generally, yes. Being inactive does not automatically exempt a company from its statutory filing obligations. Under Section 662 of the Companies Ordinance (Cap. 622), a private company must file its Annual Return as required. The Companies Registry expressly states that inactive companies must continue to comply with the relevant requirements. 

The decision depends on the company’s future plans. If a company has ceased business, has no outstanding liabilities or legal proceedings, and satisfies the conditions under Section 750 of the Companies Ordinance (Cap. 622), it may consider applying for deregistration. 

Governance First. Business Ready.

We are a governance-led company secretarial firm that helps businesses build the right foundation from day one.

Rather than treating compliance as a series of filings, we integrate corporate governance, statutory compliance and business needs into one coherent framework — helping clients stay prepared for fundraising, regulatory scrutiny, restructuring and expansion.

Our role goes beyond maintaining statutory records. We help identify governance gaps early, strengthen corporate processes and reduce risks before they become costly problems.

Good governance is not just about staying compliant. It is about keeping your business ready for its next stage of growth.

We support Hong Kong entities through fundraising, M&A coordination, and transaction structuring — identifying the right deal structure for every scenario, while ensuring compliance and readiness for growth. 

We offer outsourced company secretarial services for listed and pre-listing companies. Our support covers governance matters, board administration, disclosure coordination, and ongoing compliance with the Listing Rules.