This 2017 Edition provides further and updated analysis of the modernized legal framework for the incorporation and operation of companies in Hong Kong. Attention is continually paid to the progress of the four main objectives of this (new) Ordinance:
(i) enhancing corporate governance;
(ii) ensuring better regulations;
(iii) facilitating business in Hong Kong; and
(iv) modernizing the law, two years after its full and complete enactment.
Two years on from its enactment, the Companies Ordinance (Cap. 622) continues to be an integral part of Hong Kong’s corporate and financial schemes. The law has now been fully enacted for the last two years and this new 2017 edition incorporates all the new cases and precedent that has been heard and analyzed by the Court during this time frame.
Highlights:
• Updated with all transitional aspects and new legal content relating to the new Companies Ordinance such as: (i) Constitution of the Company – new & simplified procedures; (ii) Share Capital and Transfer of Share Capital – revised aspects and new cases and precedents dealing with its core concepts including its creation, transfer and alteration; (iii) New and Revised Duties of Directors - new standard of both the director’s and company’s duty of care, skill and diligence with a view to providing guidance to directors on their duties; (iv) New requirement for all companies (unless exempted) here in Hong Kong to prepare a business review as part of the required director’s report; and (v) Remedies for Protection of Companies’ or Members’ Interests - furthering shareholder protection, such as introducing more effective rules to deal with directors’ conflicts of interests and requiring disinterested shareholders’ approval
• Updates and summaries of new cases and precedents that have been heard during these last two years since this new companies law has been enacted
• Focuses on all matters relating to the new company regime in Hong Kong focusing on the formation and operation of live companies existing and doing business in Hong Kong
Author: Editor-in-Chief: The Hon. Madam Justice Susan Kwan General Editors: John Scott SC, Brian Gilchrist, Thomas Vaizey And a team of distinguished and renowned contributing authors
Table of Contents 1. CONSTITUTION OF A COMPANY
2. CAPITAL
3. SHARES AND TRANSFER OF SHARES
4. MEMBERSHIP
5. MEETINGS AND RESOLUTIONS
6. DUTIES OF DIRECTORS AND OFFICERS UNDER THE HONG KONG COMPANIES ORDINANCE
