Corporate Administration and Secretarial Practice

Course Coordinator: Lam Siu Wa, Master of Business (University of Newcastle, Australia); Master of Corporate Governance (PolyU); FCG (CS, CGP); HKFCG (CS, CGP)

Course Developer: Cheng Po-wah, Consultant

Advisory prerequisite(s)
You are advised to have already studied LAW B333 and LAW B334 (or LAW B302).

Aims
The course aims to provide learners with a sound foundational knowledge of the legal and the regulatory frameworks of both listed and unlisted companies in Hong Kong. The course enables learners to recognize the legal obligations of different types of companies, as well as those of directors, secretaries and auditors. Learners will also learn the disclosure requirements for annual and interim reports, and notifiable and connected transactions under the Listing Rules. Finally, the course explains how a company may raise capital, be reconstructed, wound up and dissolved.

Contents
The course covers the following topics:

• Obligations of employers under the Employment Ordinance and anti-discrimination law, and protection of personal data
• Occupational safety and health, and the Mandatory Provident Fund
• Company formation
• Company meetings
• Company directors, company secretaries and auditors
• Raising of share capital and loan capital
• Alteration and maintenance of share capital
• Transfer and transmission of shares, and registration of documents
• Disclosure of interests in shares and debentures, notifiable and connected transactions, and financial reporting
• Schemes of arrangement, takeovers, receivership, and dissolution of companies

Learning support
There will be eight three-hour tutorials.

Assessment
There are three assignments and one examination. Students must use word processing software (such as Microsoft Word) to prepare the assignments, and submit the assignments via the Online Learning Environment (OLE).

Set book(s)
There are no set books for this course.