16 May 2014

Reminder to hold Annual General Meeting and Laying of Accounts at Annual General Meeting

Under section 111(1) of the CO, every company shall in each year hold a general meeting as its annual general meeting and not more than 15 months shall elapse between the date of one annual general meeting of the company and the next. Audit of the financial statements is still required for all companies, except dormant companies (section 447), under the new CO.;

Under section 122 of the CO, the directors of every company shall lay before the company at its annual general meeting a profit and loss account or, in the case of a company not trading for profit, an income and expenditure account for the period, in the case of the first account, since the incorporation of the company, and, in any other case, since the preceding account.

If default is made in holding AGMs in accordance with section 111(1), the company and every officer of the company who is in default shall be liable to prosecution and, if convicted, to a fine of up to HK$50,000.

If a director of a company fails to take all reasonable steps to comply with the provisions to lay accounts before the company at its AGMs under section 122, the director shall be liable to prosecution and, if convicted, to imprisonment for up to 12 months and a fine of up to HK$300,000.

Please feel free to contact us should you require more information on the above.

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