Pursuant to the new Companies Ordinance (Cap. 622), Memorandum of Association is no longer consider as a constitutional document of a local company. Only Articles of Association (“AA”) is required for a company incorporated in Hong Kong under the new Ordinance.
To form a company under the Hong Kong Companies Ordinance, certain documents must be prepared which will form the constitution (bylaws) of the company. The constitution or bylaws of a Hong Kong incorporated company is commonly known as Articles of Association.
Hong Kong Companies Ordinance require every Hong Kong limited company must have an Articles of Association. Company may tailor made their own Articles of Association or use the samples provided by Hong Kong Companies Registry.
A limited company, which is defunct and solvent, wants to cease its business must officially apply to the Companies Registry to deregister it from the Register of Companies.