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Directors' Duties

07 January, 2016

Indemnity for directors

A director of the Hong Kong company or a director of an associated company can be exempted from any liability in connection with any negligence, breach of duty, breach of trust is void.


Vacation of office of director

A vacancy of office may be caused by:

  • a death of a director
  • virtue of statutory provisions under the Companies Ordinance,
  • virtue of provisions in the Articles of the company, the office of a director would become vacant

Provisions under the laws of Hong Kong Special Administrative Region
Circumstances by virtue of which the office will become vacant or a person cannot act as a director:

  • Disqualification under the Companies Ordinance (Winding up and Miscelleaneous Provisions)
  • Removal by the company


Resignation of a director

A director of a company may resign from the office. A written notice must be given to the company. The resignation does not need to be accepted by the board of directors and it’s effective on the date of its recipe. The resignation letter is usually tabled and noted at the directors’ meeting.
The Companies Registry must be notified of the resignation (Form ND2A).

Removal of a director

A company may remove a director before the expiration of the period of office.

About the Author


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