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Corporate Service - Hong Kong

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Hong Kong Company – Members' Voluntary Winding Up

Answer
Q:
What is Members' Voluntary Winding Up?
A:
Members' Voluntary Winding Up means the members of the company reach a consensus to voluntarily stop the operation of the company that after realizing all assets and distributing them to creditors and shareholders, legally end the company.

Q:
What type of Hong Kong company can be wound up?
A:
Only limited company, which is formed and registered under the Companies Ordinance, can be wound up.

Q:
Do Members' Voluntary Winding Up need to appoint a liquidator?
A:
Yes, liquidator is required and generally the liquidator is a solicitor or professional accountant who independent with the company.

Q:
Where a company is processing Members' Voluntary Winding Up, can it sell its property?
A: According to section 237 of Companies (Winding Up and Miscellaneous Provisions) Ordinance, with the sanction of a special resolution of that company, conferring either a general authority on the liquidator or an authority in respect of any particular arrangement, the liquidator act on behalf the company can sell a part of its business or property, such as transfer or sale shares, policies or other.

Q:
What are the differences between Members' Voluntary Winding Up and Deregistration?
A: Members' Voluntary Winding Up is the process of assets distribution after payment of debts in accordance with shareholders’ rights. For Deregistration, no liquidator is required and the company must have no outstanding liabilities before proceeding.

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