Annual resolutions in lieu of AGM
Most private companies never hold a physical AGM. Draft the written resolutions that adopt the accounts and reappoint the auditor, free.
What’s in the pack
A Hong Kong private company can do by written resolution almost everything an AGM would do, and most do. The pack below adopts the audited accounts, reappoints the auditor and records the directors' authority, signed by the members rather than sat through in a room.
Two documents in one Word file. Open either to see what it does.
1. Board written resolutions
The directors approve the audited financial statements and the directors’ report, and authorise a director to sign them.
2. Members’ written resolutions in lieu of an AGM
The members adopt the financial statements and re-appoint the auditor for the coming year — replacing the physical annual general meeting.
For a private company the financial statements must be circulated to members within 9 months after the financial year end. Written resolutions replace the physical AGM for most small companies.
Create your document
Preview
Review every detail carefully before signing — you are responsible for the accuracy of the final document.
Download your annual resolutions pack — free
Enter your details and the Word file (.docx) downloads instantly — the document itself is generated in your browser and is never uploaded. We’ll follow up by email in case you’d like help completing the next steps.
Your document has downloaded.
Check your downloads folder for the Word file. Didn’t get it? Download again.
Written resolutions do not move the deadlines: the annual return is due 42 days after the incorporation anniversary, whatever the members signed.
Would rather not do it yourself? LAULEGA files it for you at a published price, and the documents land in your client portal.
The annual compliance clock
- Within 9 months of the financial year end — audited financial statements circulated to members and adopted (this pack).
- Within 42 days of your incorporation anniversary — Form NAR1 (Annual Return) filed with the Companies Registry.
- Profits Tax Return — filed with the IRD together with the audited accounts when called.
Miss a deadline and the late-filing fees escalate quickly. Our company secretary service tracks all three clocks for you, and our accounting partner Certanta prepares the accounts and arranges the audit that sits behind this pack.