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Company Secretary Resolution

Company Secretary Resolution Template for Hong Kong

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Key Requirements PROMPT example:

Company Secretary Resolution

"I need a Company Secretary Resolution to authorize the appointment of a new company secretary and removal of the existing one for our Hong Kong company, effective March 15, 2025, including authorization for all necessary filings with the Companies Registry."

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Document background
A Company Secretary Resolution is a fundamental corporate governance document used in Hong Kong to formally document decisions and actions taken at the company secretarial level. This document type is essential when recording various corporate actions such as changes in company officers, updates to company policies, filing authorizations, or other administrative matters that fall within the company secretary's purview. The resolution must comply with the Hong Kong Companies Ordinance (Cap. 622) and often requires filing with the Companies Registry. It serves as an official record of corporate decisions and is particularly important for audit trails, regulatory compliance, and corporate governance purposes. The document typically includes company details, resolution specifics, supporting documentation, and necessary authorizations.
Suggested Sections

1. Company Details: Full legal name of the company, company registration number, and registered office address

2. Date and Time: Date and time when the resolution is passed

3. Present: List of company secretary and any other relevant parties present for the resolution

4. Confirmation of Notice and Quorum: Confirmation that proper notice was given and quorum requirements were met

5. Background: Brief context explaining why the resolution is necessary

6. Resolutions: Clear and numbered statements of the actual resolutions being passed

7. Declaration: Statement confirming the resolution was duly passed and is in accordance with the company's articles

8. Signature Block: Space for company secretary's signature, name, and date

Optional Sections

1. Recitals: Additional background information when complex context needs to be explained

2. Chairperson: To be included when the resolution is passed at a formal meeting requiring a chairperson

3. Objections: Section recording any objections raised, if applicable

4. Conditions Precedent: Any conditions that must be met before the resolution takes effect

5. Implementation Instructions: Specific instructions for implementing the resolutions, if needed

Suggested Schedules

1. Supporting Documents: Copies of relevant documents referenced in the resolution

2. Details of Appointments: If the resolution involves appointments, detailed information about appointees

3. Forms: Any statutory forms that need to be filed with the Companies Registry

4. Previous Resolutions: Copies of any previous resolutions referenced in the current resolution

5. Powers and Authorities: Details of any specific powers or authorities being granted through the resolution

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions
























Clauses




















Relevant Industries

Financial Services

Banking

Insurance

Professional Services

Real Estate

Manufacturing

Technology

Retail

Healthcare

Education

Telecommunications

Transportation

Energy

Construction

Trading and Distribution

Relevant Teams

Legal

Compliance

Corporate Governance

Company Secretarial

Board of Directors

Executive Management

Corporate Affairs

Regulatory Affairs

Administrative

Risk Management

Relevant Roles

Company Secretary

Corporate Secretary

Legal Counsel

Compliance Officer

Corporate Governance Officer

Board Secretary

Chief Legal Officer

General Counsel

Director of Legal Affairs

Regulatory Compliance Manager

Corporate Affairs Manager

Legal and Compliance Director

Company Director

Chief Executive Officer

Chief Financial Officer

Industries





Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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