Articles of Association in Hong Kong

Articles of Association in Hong Kong

Updated on Monday 21st September 2015

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Articles_of_Association_in_Hong_Kong.jpgA company’s mandatory documents

The Articles of Association are series of documents that describe the scope of the company as well as the duties and responsibilities of its members. This document is mandatory regardless of the type of company in Hong Kong and it must be submitted alongside the other mandatory documents when incorporating a company in Hong Kong. 
The Articles of Association are drawn up by each company, according to its particularities. Although this document does not come in a specific form, there are a few key types of information about the corporation that can be found in any such company document.
Our law firm in Hong Kong offers special company incorporation services, including the preparation and submission of the mandatory company documents.

Preparing the Articles of Association in Hong Kong

A company’s Articles of Association will include the following mandatory information:
- the name of the company;
- the liability of the company members (according to the type of company);
- the member’s declaration that they will fulfill their obligations and contribute the due amount in case the company is liquidated;
- the company’s initial share capital;
- the types of shares;
Other Articles include information about the type of company, its directors’ powers and responsibilities, the decisions that can be taken by the directors, the decisions that can be taken by the company members, the organization of general meetings and voting during these meetings, the issue of shares and the transfer of shares, the manner in which the share capital can be modified.
Our Hong Kong law firm can provide specialized counselling for the execution of the Articles of Association

Requirements for companies in Hong Kong

The new Companies Ordinance in Hong Kong stipulates that the Memorandum of Association does not need to be filed at the time of the incorporation. The new ordinance also provides new models for the Articles of Association that must be used by companies incorporated after March 2014. Existing companies are not obliged to change their existing Articles but they can perform changes to their constitutional documents if needed. A company in Hong Kong can only change its Articles of Associations by means of a special resolution.
Our Hong Kong lawyers can help you draw up the Articles of Association for a newly founded company or modify the existing ones. You can contact our lawyers in Hong Kong if you need any help complying with the requirements for mandatory company documents.