Hong Kong Directors’ Manual 4th Edition

With an emphasis on practical aspects, this book offers strategic solutions to help minimize a director’s risk exposure. Directors and those in a compliance role now and in the future can benefit from the expert insights on how to achieve regulatory compliance under changing company law arena and securities law regime, and to avoid common pitfalls and tackle the boardroom issues.

The 4th edition of Hong Kong Directors' Manual contains more in-depth commentary in relation to the recent amendment to the Companies Ordinance (Cap 622) from 2016 to 2019, as well as the Companies (Winding-Up and Miscellaneous Provisions) Ordinance (Cap 32) and the Code on Corporate Governance Practices and all relevant subsidiary legislation and Schedules. It also provides analysis of most recent Hong Kong company cases and international landmark cases.

This new edition updates, but not limited to, types of companies eligible for reporting exemption, company name, notification of the changes of company address to Companies Registrar, keeping of minutes and resolutions, variation of the class right, disclosure of directors’ name of the subsidiary, re-categorising of offences, and various other requirements regulating local and non-Hong Kong companies.

This new edition also contains full reproduction of latest prescribed forms and selected guidelines and codes.

Benefits:

• Reduces time wastage and increases productivity by serving as a step by step guide to your obligations. The Hong Kong Directors' Manual will raise awareness in directors, compliance personnel and/or would-be directors so that they are better equipped with the knowledge to play the role of a corporate leader.
• Provides concise commentary on the law to aid readers in determining the best approach to adopt in line with their business needs
• Specimen forms, documents and Codes for easy adaptation, easing the role of the compliance person in their day to day workflow

Key Features

• Highlights the duties and responsibilities imposed on corporate directors by law especially those of public listed companies in Hong Kong.
• Provides you with non-legalistic, practical explanations of your obligations and the steps you must take to meet them.
• Contains specimen documents and prescribed forms to provide a better picture of the requirements.
• Covers your personal liabilities under the Hong Kong Companies Ordinance (Cap 622) and the Securities and Futures Ordinance.
• Explains the numerous other areas of the law which impose civil and criminal liability on directors.
• Acts as a step-by-step guide in the completion of corporate secretarial forms, including the new Forms and many comprehensive checklists, along with the Code on Takeovers and Mergers and Share Buy-backs.
• Includes various case examples help you apply the information to practical situations.

Topics Covered

CHAPTER 1...... GENERAL OUTLINE
CHAPTER 2...... THE OFFICE OF A DIRECTOR
CHAPTER 3...... FIDUCIARY DUTIES
CHAPTER 4...... DIRECTORS’ LOANS & REMUNERATION
CHAPTER 5...... COMPANY MEETINGS
CHAPTER 6...... FINANCIAL REPORT & INFORMATION
CHAPTER 7...... RAISING CAPITAL & FUNDS
CHAPTER 8...... DISCLOSURE & SUBMISSION
CHAPTER 9...... CORPORATE GOVERNANCE
CHAPTER 10.... SHARES TRANSFERS & SHARE BUY-BACKS
CHAPTER 11.... TAKEOVERS & MERGERS
CHAPTER 12.... OTHER LEGISLATIVE OBLIGATIONS