HK Co. Essentials - Change of Shareholder

Updated: Aug 19

This article is to give a brief outline on how to arrange the change of shareholders of a Hong Kong private company.

In company secretary field, we call this as “Transfer of Shares”, which means certain shares held by the existing shareholder is transferring to another person or company. As the shares are personal assets, every shareholder has the right to sell his/her shares to anyone, yet, as the shares are also under the name of the company, any transfer of shares is required to be approved by the board of directors in accordance to the articles of association of the company; besides, any restrictions on share transfers among shareholders agreement should be observed as well.

Step 1 - Company received notice of Intended of Sale

To proceed with, the existing shareholder should serve a notice of the intended sale to the company, attention to either the board of directors or company secretary of the company, which should specify below information:-

  1. The number of shares he/she intends to sell;

  2. The sale price/consideration; and