A handful of times ago, I gained an inquiry from a couple of working girls who desired to venture into some organization. They wanted to find out about details about placing up a personal restricted firm or Sdn Bhd. One very fascinating question from them was “Why do we require a Business Secretary?”
From that moment on, I am fairly confident a lot of individuals out there are extremely curious about the exact same query and right here, I would like to share with you, the responsibilities and obligations.
The Corporate Secretary
Every single limited firm should have a minimal of one Business Secretary, in accordance to Section 139 of the Businesses Act, 1965. The its appointment is made a decision by the directors of the business.
To qualify as Hong Kong company secretary , he or she should be both a member of a professional physique accredited by the Ministry, or a licensed secretary granted by the SSM. Additional, the individual need to not be a bankrupt and is not convicted of any offence underneath Section 130 (one) of the Companies Act.
Statutory responsibilities of a Company Secretary
His/her statutory responsibilities as essential by the Businesses Act are generally as follows:-
one. Has to be present at all firm conferences and recording minutes of the meeting. In this context, business conferences are primarily referred to directors’ and shareholders’ conferences. Operational meetings do not need a company secretary’s attendance.
two. Maintain and preserve all the statutory textbooks and data of the organization, ie. Minutes guide, sign up e-book, share sign-up etc.
three. Guarantee proper filing of all required returns with SSM this kind of as annual return, forms and so on.
four. Issue notices of meetings to shareholders as directed by the board of administrators.
five. Method share transfers documentations and recordings.
6. Countersign crucial firm paperwork and certifying paperwork for particular matters these kinds of as banking matters and so forth.
seven. Ensure secure custody of business seal.
Liabilities of a Organization Secretary
Provided the fact that a company secretary is an officer of a organization, identical as the directors, he or she has fiduciary obligations to perform for the firm. He or she is needs to act truthfully and in great religion.
He/she is personally liable to legal costs is he or she commits wrongful functions, and can also be penalized with a fantastic. Wrongful act is as simple as failure to lodge the once-a-year return to SSM.