The Articles of Association are the company’s constitutive documents. They define the scope of the business, the tasks, and operations that may be carried out by it, the duties and responsibilities of the company directors and many other issues.

The Articles of Association do not have a standard, mandatory layout and are not provided to investors as other forms to be submitted to the Companies Registry in Hong Kong.

If you are interested in company registration in Hong Kong, one of our experts can help you draw up these documents, according to the existing models for the chosen type of company.

Mandatory information included in the incorporation documents

Although each company in Hong Kong may draw up its constitutive documents as needed and as the directors see fit, a number of mandatory articles must be included and some information is always required. The following must be specifically included:

- name of the company;

- the member’s liability: limited or unlimited;

- the company’s objective, based on a relevant license for that business field;

- the capital and initial shareholdings;

- provisions in case of bankruptcy.

One of the experts can give you detailed information on each of these points. It is important that the company selects an available business name. This is one of the first steps that are mandatory in order to open a Hong Kong company.

The articles of association for private and public companies in Hong Kong

The Articles of Association for private limited companies and public limited companies in Hong Kong can have a simplified form. In the case of private companies, the simplified form can be used if the company only has one class of shares, paid in full and if the company directors do not appoint alternate directors or nominee directors.

Regardless of the type of company chosen by investors, the Articles must state the director’s powers and responsibilities, the decisions they are able to take, how they can be appointed and dismissed, as well as the conditions for retirement. Matter related to remuneration and expenses are also covered. The organization of General Meetings and the voting process within these meetings is also described in the constitutive documents.

The Articles of Association are drawn up by observing the rules and regulations set forth in the Companies Ordinance and by observing the relevant issues related to company management in Hong Kong.

Investors who are in need of professional advice regarding these matters can contact our company registration agents in Hong Kong.

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The Articles of Association in Hong Kong

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