Hong Kong company – Optional common seal

Companies Ordinance (CO) has been modified, keeping and use of common seal has became optional.

 

Companies with existing Common Seal:

Companies can choose to adopt or cancel common seal under the usual practice and procedures for adoption or cancellation of common seal.

 

Companies may choose to execute documents with or without common seal under the new CO. If you choose to execute documents under common seal, the seal must be affixed with the provisions of its articles.

 

Companies without common seal:

Companies may keep or use common seals, however it is no longer mandatory.

 

How should a contract/document be executed without common seal?

Document signed by the director on behalf of the company

  • if more than one director, all directors must sign on behalf of the company