Home / Company secretarial and statutory filings / Company secretary
Statutory duties
Every Hong Kong company must have a company secretary. Companies Ordinance (Cap 622) s.474 sets who may act. A licensed TCSP can fill the office and run the statutory filings.
What must be done
Private-company annual returns are generally due within 42 days after the incorporation anniversary. Late delivery attracts higher registration fees and may also have legal consequences. Business-registration renewal and tax filing have separate deadlines. Applicable Hong Kong companies must maintain a significant controllers register (SCR), subject to exceptions including listed companies. Follow Registry guidance on identifying registrable persons and legal entities and keeping the register at the required location.
Who may act
A private company needs at least one natural-person director and a company secretary. A sole director cannot also be the secretary. An individual secretary must ordinarily reside in Hong Kong; a corporate secretary needs a registered office or place of business there. Corporate-director restrictions depend on company type and group relationships.
Records
Retention rules differ for registers, resolutions and accounting records. Classify and retain them under the rules applicable to each document type.
FAQ
A private company needs at least one natural-person director and a company secretary. A sole director cannot also be the secretary. An individual secretary must ordinarily reside in Hong Kong; a corporate secretary needs a registered office or place of business there. Corporate-director restrictions depend on company type and group relationships.
Case-specific decisions differ — book a consultation with our advisers.
The content of this page is general professional information and does not constitute tax, legal or investment advice. For specific cases, please consult a Hong Kong practising accountant or tax adviser, or refer to official publications of the IRD / SFC / HKMA / CR.