Responsibilities of a Company Secretary
As mentioned above, the primary responsibility of the company secretary is to ensure their company remains compliant with all applicable laws and regulations. While the Hong Kong Companies Ordinance does not explicitly outline what the specific job responsibilities a company secretary must fulfill, each company’s articles of association should include terms which detail what is expected of this position.
Hong Kong company secretaries typically must fulfill the following core responsibilities:
Assist in Incorporation and Deregistration of the Hong Kong Company
As mentioned above, a company secretary must be identified in order to complete the Hong Kong company incorporation process. Not only will the company secretary be identified in the company’s articles of association, but the company secretary must also assist in the company deregistration process.
Handle All Correspondence
Company secretaries are responsible for receiving all government correspondence sent to the company, addressing any instances which require action, and liaising with authorities on all compliance matters as required.
Assist in Preparation and Filing of the Annual Return
Annual Returns are documents that must be submitted to the Hong Kong Companies Registry on a yearly basis. This return details all particulars of the company and is to be signed by the company director, company secretary or an authorized representative.
Any delay in submitting an Annual Return to the government can lead to penalties. Therefore the company secretary must keep an eye on all deadlines and filing requirements. As the company secretary is responsible for handling all the mails from the government, they should make sure that communications are set in place on time, in order to avoid delays in file submissions.
Maintaining and Updating the Company’s Statutory Books
Company secretaries are required to maintain all statutory documents of the company and update them to reflect any changes as they are made. In addition, it is their responsibility to produce, publish and distribute the companies accounts and reports.
Upon any change to the company’s statutory books, company secretaries must notify authorities by submitting documents to the Hong Kong Companies Registry. Typically, company secretaries will notify authorities for the following changes:
When a company adds / removes any shareholders or company directors
During the change of a company name
Upon adjustment of the company’s share capital
In the event of a relocation of the company’s registered address
Fulfilling these responsibilities will help ensure that the company is ready to present all statutory books to authorities upon request.
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