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Q:
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What is Reserve Director?
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A:
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Pursuant to section 455(1) of the Companies Ordinance, when a private company which has only one individual member and that member is the sole director of the company, it may nominate a natural person who has attained the age of 18 years to be the Reserve Director to act in the place of the sole director in the event of his death.
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Q:
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Is Reserve Director mandatory to be nominated for the company which has only one individual member and that member is the sole director?
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A:
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No. Reserve Director is not a mandatory requirement.
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Q:
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Can Reserve Director be nominated if there is no such provision in the Articles of Association of the Company?
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A:
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Yes. The nomination of Reserve Director can be done even there is no such provision in the Articles of Association of the Company.
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Q:
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What are the rights and responsibilities of the Reserve Director in the event of the death of the sole director?
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A:
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The reserve director is to be regarded as a director of the company for all purposes in the event of the death of the sole director.
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Q:
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Under what circumstance the nominated Reserve Director ceases to have effect?
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A:
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Nominated Reserve Director will cease to have effect under the following situations:
1.
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The Reserve Director resigns in accordance with section 464 of the Companies Ordinance;
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2.
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The company at a general meeting revokes the nomination; or
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3.
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The director in respect of whom the person was nominated ceases to be the sole member and sole director of the company for any reason other than the death of that director.
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Q:
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What should I do if I want to nominate a Reserve Director?
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A:
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To nominate a Reserve Director, relevant documents and forms should be prepared and submitted to Companies Registry for registration. If you are interested in nominating a Reserve Director, please feel free to contact the professionals in Kaizen.
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SOALAN LAZIM
