What is a Company Secretary & What Do They Do?

Every Hong Kong company must appoint a company secretary before incorporation is complete. This is a legal requirement under the Companies Ordinance (Cap. 622), not a formality you can defer. At Statrys, our corporate secretarial team has guided over 1,600 companies through incorporation and ongoing compliance in Hong Kong. This guide covers what a company secretary actually does, who can be appointed, what the role costs, and how to choose the right one for your business.

What Is a Company Secretary in Hong Kong?

A company secretary in Hong Kong is a legally required officer responsible for ensuring a company meets its compliance obligations under the Hong Kong Companies Ordinance.

Every registered business entity, whether a listed company or a small private company, must appoint one at the time of incorporation. The role is central to corporate governance and to keeping the company compliant with regulatory requirements.

Who Needs a Company Secretary?

Every registered Hong Kong company must appoint a company secretary, either a qualifying individual or a licensed corporate secretarial service provider.

There isn't a direct fine for simply failing to appoint one, but that doesn't make it optional: under Cap. 622, the Registrar of Companies can issue a direction requiring the company to make the appointment, and not complying with that direction is an offence, and exposes the company and every responsible person to a fine of up to HKD 100,000, plus a further daily fine of HKD 2,000 for each day the breach continues. In practice, the outcome is the same: you cannot run a compliant Hong Kong company without a secretary in place.

For foreign-owned companies, the role matters even more. As your business's primary local representative, your company secretary is the link between you and Hong Kong's regulatory environment, giving your company an on-the-ground presence.

What Does a Company Secretary Do?

A company secretary keeps your business legally compliant and operationally sound. Their core responsibilities fall into three areas:

• Compliance: file statutory returns and manage company structural changes
• Government liaison: act as the primary link between the company and regulatory bodies, and monitor legislative updates
• Administration: organise the board, circulate meeting details, prepare agendas, and record minutes

Compliance

Your company secretary manages every legal obligation your business has from day one, making sure every deadline is met, every filing is accurate, and nothing slips through the cracks. Typical tasks include:

• Timely filing of annual returns with the Companies Registry.
• Maintaining statutory books and company records, including registers of directors and shareholders, plus documents like the Business Registration Certificate and Certificate of Incorporation.
• Keeping company seals secure so they're used only when authorised.
• Managing structural changes such as amendments to the Articles of Association, share allotments, or director appointments or resignations.
• Handling share allocations and transfers, with proper documentation and legal compliance.
• Overseeing the legal processes for deregistration, dissolution, or winding down a company.

Communication and Liaison

The company secretary represents the company when dealing with government bodies and regulators such as the Inland Revenue Department (IRD) and the Companies Registry. That covers managing official correspondence, responding to regulatory queries, and keeping you informed of legislative changes that affect your business, so you stay in the loop without having to monitor it yourself.

Administrative Duties

Your company secretary also manages key administrative tasks (e.g. meetings and documentation) so your board and shareholders can focus on the bigger picture.

• Board meetings: organising and attending, preparing agendas, and keeping accurate minutes.
• Shareholder meetings: coordinating annual general meetings (AGMs) and extraordinary general meetings (EGMs), in line with notice and voting requirements.

Who Can Be Appointed a Company Secretary?

In Hong Kong, both individuals and corporate entities can serve as a company secretary, provided they meet these requirements:

• A natural person acting as company secretary must ordinarily reside in Hong Kong.
• A corporation acting as company secretary must be a licensed Hong Kong Trust or Company Service Provider (TCSP) and hold a valid TCSP licence.
• The sole director of a company cannot also act as its company secretary.

What Qualifications Does a Company Secretary Need?

There's no single mandatory qualification for company secretaries in Hong Kong, but professional credentials signal credibility and reduce compliance risk. Common ones to look for:

• HKCGI membership: The Hong Kong Chartered Governance Institute (HKCGI), formerly the Hong Kong Institute of Chartered Secretaries (HKICS), renamed in 2021 with its rebrand completed in 2022, is the primary professional body for company secretaries in Hong Kong. Members hold the Chartered Secretary (CS) and Chartered Governance Professional (CGP) designations.
• CGI qualifications: Membership of the Chartered Governance Institute (CGI, formerly ICSA) is recognised internationally.
• SFC or IA licensing: Where the company operates in regulated financial services, the company secretary may need additional licensing from the Securities and Futures Commission (SFC) or the Insurance Authority (IA).

Choosing the Right Company Secretary

Beyond meeting the requirements and holding the qualifications, weigh these:

• Business fit: they should understand your industry, operational scale, and structure. A secretary familiar with your business model can advise on the most appropriate setup.
• Scope of service: some offer a full suite (registered address, statutory filings, ongoing compliance support) while others handle only the basics and charge for add-ons. Be clear on what you need before committing.
• Responsiveness: since your secretary is your liaison with government bodies, slow communication can mean missed deadlines and fines.
• Track record: look for client testimonials and a documented history of on-time filings.

How to Find a Company Secretary in Hong Kong

You can either hire an in-house company secretary or outsource the role to a corporate secretarial services provider.

• Hire in-house: recruit directly through job boards like LinkedIn or JobsDB. This works better for larger companies that need a full-time, dedicated secretary with deep knowledge of your operations.
• Outsource to a corporate secretarial firm: engage a licensed TCSP such as Statrys. This is the more common choice for SMEs and startups: it's cost-effective and gives you access to experienced professionals without the overhead of a full-time hire.

How Much Does a Company Secretary Cost in Hong Kong?

The cost depends on whether you hire in-house or outsource, and the two aren't billed on the same basis, so compare them carefully.

An in-house company secretary is a salaried hire, typically earning between HKD 21,000 and HKD 31,000 per month, with pay rising as governance responsibilities grow. On top of salary, budget for ongoing training so in-house staff stay current with legal and regulatory changes.

Outsourcing is generally cheaper than an in-house hire because you're paying a service fee, not a salary, though the exact fee varies significantly by provider. Statrys' own corporate secretarial service, for example, runs HKD 7,740 per year.

Budget providers can be cheaper, but often exclude government fees or limit the number of shareholders covered. That gap from an in-house salary is still the main reason most SMEs and foreign founders outsource the role.

Why Foreign Entrepreneurs Outsource Company Secretarial Services

Managing corporate compliance without local regulatory knowledge is hard. If you're a foreign entrepreneur setting up in Hong Kong, outsourcing your company secretary gives you:

• Cost savings: an outsourced secretary usually costs far less than maintaining an in-house hire.
• Scalable support: providers offer tiered packages, so you pay only for what you need and upgrade as governance obligations grow, rather than adding headcount.
• A team of specialists: you get expertise across company law, compliance, and filing, instead of relying on one employee's knowledge.
• Coordinated services: accounting, tax, or payroll can often be arranged through the same provider, so you manage fewer vendors.

Register Your Hong Kong Company with Statrys

Looking for a company secretary for your Hong Kong company? Statrys makes it simple for international entrepreneurs to get set up, with a fully online onboarding process with zero admin headache. From company registration and a dedicated company secretary to a virtual mail-scanning service, Statrys keeps it all in one place. Already incorporated? You can switch your company secretary to Statrys with a single email.