Qualifications of directors and shareholders of Hong Kong companies

Qualifications for directors of the company

Company directors are the central people responsible for the day-to-day operations and strategic decisions of the company. The director may be the founder himself or a third party appointed by the founder.

✅ Basic requirements for directors:

  • Age limit: Must be at least 18 years old.
  • Proof of Identity:
    • Hong Kong Residents: Must hold a valid Hong Kong Identity Card.
    • Non-Hong Kong residents: A valid passport is required.
  • Proof of address: Proof of address within the last 3 months (e.g. utility bill, bank letter, etc.) is required.
  • Nationality or place of residence: No restrictions, anyone from all over the world can act as a director.
  • Corporate Director: A corporate legal person can also become a director, and there is no restriction on the place of registration.

🚫 Ineligible Circumstances:

  • A natural person who has been bankrupt and has not been discharged from bankruptcy is not allowed to serve as a director of any company.

📋 Appointment Procedure:

  • A private company limited by shares must have at least one director.
  • Directors are elected by mutual election at a general meeting of shareholders.

📌 Shareholder Qualifications and Conditions

Shareholders are the owners of the company and enjoy the company’s profits and decision-making power by holding shares.

✅ Basic requirements for shareholders:

  • Age :
    • Any nationality over the age of 18 can become a shareholder.
    • Persons under the age of 18 can also become shareholders, but they must provide a letter of consent from their legal representatives.
  • Nationality and place of residence: Unlimited.
  • Proof of Identity: A valid identification document is required.

📌 Responsibilities of Shareholders:

  • The legal liability of shareholders is generally limited to the amount of capital contributed to the shares they hold.
  • If a shareholder also holds a director’s or other corporate position, he or she will be subject to the additional responsibilities of that position.

Roles, age restrictions, nationality restrictions, other requirements
Directors must be at least 18 years old without valid identification + proof of residential address, and cannot be undischarged bankrupt
Shareholders do not have (but minors need the consent of their legal representatives) and do not have a valid identity certificate, and their liability is limited to the amount of capital contribution

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