tiktok³ÉÈË°æ

All Countries
Corporate Governance
Limited Company Agreement

Limited Company Agreement Template for Hong Kong

Create a bespoke document in minutes,  or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your Limited Company Agreement

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

Limited Company Agreement

"I need a Limited Company Agreement for a Hong Kong tech startup with three founding shareholders, including provisions for future employee share options and strong protection for intellectual property rights, to be implemented by March 2025."

Celebrated by
Collaborations with
Investors
Document background
The Limited Company Agreement is a crucial document used when establishing or restructuring a private limited company in Hong Kong. It serves as the cornerstone document defining the relationship between shareholders and establishing the company's governance framework. The agreement must comply with the Hong Kong Companies Ordinance (Cap. 622) and typically includes provisions for share ownership, transfer restrictions, management structure, decision-making processes, and dispute resolution mechanisms. This document is essential for protecting shareholders' interests, ensuring smooth corporate governance, and providing clarity on crucial operational matters. It's particularly important in Hong Kong's business environment, where limited companies are the predominant corporate structure for both local and international businesses.
Suggested Sections

1. Parties: Identification of all shareholders/members entering into the agreement

2. Background: Context of the agreement and company formation

3. Definitions and Interpretation: Defined terms and interpretation rules for the agreement

4. Company Formation: Details of company establishment, business nature, and registration requirements

5. Share Capital and Shareholders: Structure of share capital, classes of shares, and shareholders' rights

6. Directors and Management: Appointment, removal, and powers of directors; management structure

7. Shareholders' Meetings: Procedures for general meetings, voting rights, and resolutions

8. Board Meetings: Procedures for board meetings, voting, and decision-making

9. Transfer of Shares: Rules and restrictions on share transfers, pre-emptive rights

10. Financial Matters: Financial management, dividends, accounts, and audit requirements

11. Reserved Matters: Decisions requiring special approval from shareholders or directors

12. Confidentiality: Protection of company and shareholder confidential information

13. Dispute Resolution: Procedures for resolving disputes between shareholders or with the company

14. Termination: Circumstances and procedures for terminating the agreement

15. General Provisions: Miscellaneous legal provisions including notices, amendments, governing law

Optional Sections

1. Tag-Along Rights: Optional protection for minority shareholders to join in sale of majority shares

2. Drag-Along Rights: Optional right for majority shareholders to force minorities to join in company sale

3. Non-Competition: Restrictions on shareholders competing with company business

4. Intellectual Property Rights: Provisions for IP ownership and protection if company develops IP

5. Employee Share Scheme: Framework for implementing employee share ownership plans

6. Dead-Lock Resolution: Special procedures for resolving decision-making deadlocks

7. Dividend Policy: Specific rules for dividend declarations and distributions

8. Exit Mechanisms: Detailed procedures for shareholder exits or company sale

9. Good/Bad Leaver Provisions: Special terms for shareholding treatment upon shareholder departure

Suggested Schedules

1. Schedule 1: Details of the Company: Company registration details, registered office, directors

2. Schedule 2: Initial Shareholders and Shareholdings: List of shareholders and their initial share allocation

3. Schedule 3: Reserved Matters: Detailed list of matters requiring special approval

4. Schedule 4: Deed of Adherence: Template for new shareholders joining the agreement

5. Schedule 5: Business Plan: Initial business plan and key objectives

6. Schedule 6: Share Valuation Methodology: Agreed method for valuing shares for transfers

7. Schedule 7: Company Articles: Copy of or reference to the company's articles of association

8. Schedule 8: Board Policies: Key policies adopted by the board for company management

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

Technology

Manufacturing

Professional Services

Retail

Financial Services

Real Estate

Trading

E-commerce

Healthcare

Education

Consulting

Media and Entertainment

Food and Beverage

Logistics

Construction

Relevant Teams

Legal

Corporate Secretarial

Compliance

Finance

Board of Directors

Corporate Governance

Risk Management

Executive Leadership

Investment

Operations

Relevant Roles

CEO

Company Director

Company Secretary

Chief Legal Officer

General Counsel

Corporate Lawyer

Legal Counsel

Compliance Officer

Chief Financial Officer

Financial Controller

Board Member

Managing Director

Chairman

Corporate Governance Officer

Risk Manager

Business Development Director

Investment Manager

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

Find the exact document you need

Limited Company Agreement

A Hong Kong law-governed agreement establishing the operational framework and governance structure for a limited company, defining relationships between shareholders, directors, and the company.

find out more

Memorandum And Articles Of Association Charity

A constitutional document establishing a Hong Kong charitable organization's legal structure, governance framework, and charitable objectives under Hong Kong law.

find out more

Enterprise Software License

Hong Kong-governed agreement establishing terms for enterprise software licensing, usage, and implementation.

find out more

Company Letter For Visa Application

A formal company support letter required for visa applications to the Hong Kong Immigration Department, declaring employment terms and sponsorship details.

find out more

Memo Bill Of Lading

A non-negotiable shipping document under Hong Kong law that evidences cargo receipt and contract of carriage, commonly used in maritime trade where traditional bill of lading negotiability isn't required.

find out more

Download our whitepaper on the future of AI in Legal

By providing your email address you are consenting to our Privacy Notice.
Thank you for downloading our whitepaper. This should arrive in your inbox shortly. In the meantime, why not jump straight to a section that interests you here: /our-research
Oops! Something went wrong while submitting the form.

³Ò±ð²Ô¾±±ð’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ³Ò±ð²Ô¾±±ð’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our for more details and real-time security updates.

Read our Privacy Policy.