A Comprehensive Guide to Changing Your Corporate Service Provider

A Comprehensive Guide to Changing Your Corporate Service Provider

A Comprehensive Guide to Changing Your Corporate Service Provider

In the dynamic landscape of Hong Kong’s corporate world, companies often face the critical decision of changing corporate service providers. This decision typically arises from service gaps with current providers or the need to leverage more integrated corporate services, especially in areas like share registry and company secretarial services, which are crucial for regulatory compliance and shareholder management.

Companies may encounter challenges such as compliance issues and inefficient operations, which can lead to poor shareholder relations, undermine trust, and hinder market performance. The evolving regulatory environment and increasing complexity of compliance requirements for public listed companies make it essential to reassess corporate service providers regularly. Additionally, as a business grows or changes, the service provider once relied upon may no longer meet its needs.

Switching to a new share registry and company secretarial provider may seem like a daunting task, but the benefits often outweigh the challenges. Integrating these services can lead to more efficient processes, reduced administrative overhead, and improved coordination between share registry and company secretarial functions. For example, a single provider can ensure that updates to shareholder records are immediately reflected in statutory filings, which in turn, boost stakeholder confidence. The key is to start with carefully selecting a corporate service provider with the right expertise and support.

Factors to Consider When Changing Corporate Service Providers

Compliance and Regulatory Expertise

A corporate service provider must possess a deep understanding of Hong Kong's regulatory landscape and demonstrate rigorous adherence to compliance standards, especially for publicly listed companies. This expertise ensures that all transactions undergo the necessary checks and balances, significantly reducing the risk of regulatory breaches.

At BoardRoom Hong Kong, our share registry and company secretarial services are tailored to meet the high compliance standards required for publicly listed companies. We manage everything from maintaining accurate shareholder records to ensuring timely and compliant reporting to regulatory authorities. Our team stays updated on the latest regulatory changes, helping your company avoid legal pitfalls and focus on growth. With robust governance in place, companies can streamline processes, reduce administrative burdens, and enhance overall operational efficiency.

By integrating both share registry and company secretarial services at BoardRoom, we provide a unified approach that enhances compliance management. This single point of contact allows for more effective tracking and adherence to both listing rules and corporate governance standards, minimising the risk of oversight.

Service Excellence and Stakeholder Management

Switching corporate service providers, especially for critical functions like company secretarial and share registry services demands a focus on service excellence and effective stakeholder management. High-quality service not only enhances interactions with the Board of Directors and shareholders but also ensures strict regulatory compliance. It’s essential to select a provider that delivers personalised and responsive service to build trust and confidence among all stakeholders.

Effective stakeholder management also involves having a robust communication plan and leveraging advanced technology solutions. For example, a top-tier provider would assign dedicated account managers to address the company’s specific needs and provide timely updates. Advanced technology, such as online platforms for real-time shareholder updates and electronic voting, further improves communication and engagement. Overall, a corporate service provider that excels in these areas can help mitigate risks, resolve issues swiftly, creating a positive experience for all parties involved.

Integrated Suite of Services

Switching to a service provider that offers both company secretarial and share registry services brings significant advantages through the integration of these functions. By consolidating these services under one roof, companies benefit from streamlined communication, reduced risks of errors, and enhanced efficiency. This integration not only alleviates the administrative burden on your internal teams but also improves overall service delivery.

For example, during an Annual General Meeting (AGM), having a single provider manage both company secretarial and share registry services can greatly simplify the process. The company secretarial team prepares the meeting agenda, draft resolutions, and takes accurate minutes, while the share registry team manages real-time voting and ensures accurate recording of shareholder votes. This unified approach minimises communication gaps and errors, leading to a more efficient AGM process. An integrated service provider enhances accuracy and reliability by aligning share registry data with company secretarial records, preventing discrepancies in shareholder information and ensuring accurate reporting. Additionally, it improves service coordination, handling tasks such as issuing new shares and managing regulatory filings and shareholder updates seamlessly. This consolidation simplifies regulatory reporting processes, making regulatory reporting such as annual returns and disclosures, more cohesive and efficient.

Experience and Track Record

A corporate service provider with a proven track record in managing share registries and company secretarial services for publicly listed companies can offer a seamless and hassle-free transition supported by their expertise and experience. This can be particularly beneficial when changing corporate service providers, as their familiarity with potential challenges can lead to more effective solutions.

An experienced service provider can anticipate and address potential issues proactively, maintaining continuity and stability during the transition process. Their proven methodologies and best practices can facilitate a smoother integration with minimal disruption to your operations. For publicly listed companies, these services are crucial to ensure compliance and effective shareholder management.

How to Ensure a Smooth Corporate Provider Change

A key concern for companies when changing corporate service providers is the risk of disruption during the transition. However, with a well-structured plan and an experienced team, the process can be seamless and efficient, with minimal impact on operations.

Key steps to ensure a seamless transition include:

Detailed Planning
Develop a comprehensive transition plan that outlines each step of the process, timelines, and responsibilities. This proactive approach helps identify and mitigate risks, and prepares you to tackle potential challenges efficiently.
Clear Communication
Maintain open lines of communication with both the outgoing and incoming providers to ensure all parties are aligned and informed. Regular updates can prevent misunderstandings and keep the transition on track.
Stakeholder Engagement
Keep shareholders and other stakeholders informed about the change and how it will benefit them, addressing any concerns they may have. This transparent communication fosters trust and minimises resistance to change.
Training and Support
Ensure that your internal team receives adequate training and support to collaborate effectively with the new provider. Ongoing assistance can help members of your organisation adapt quickly and maintain productivity during the transition.
How BoardRoom Hong Kong Can Support

How BoardRoom Hong Kong Can Support

At BoardRoom Hong Kong, we recognise the challenges of changing corporate service providers and are committed to ensuring a smooth and hassle-free transition. Our approach emphasises rigorous compliance, exceptional service quality, and delivering value through competitive pricing. We provide:

Compliance Expertise

Our deep understanding of Hong Kong’s regulatory landscape ensures that every transaction meets compliance requirements. BoardRoom offers specialised services tailored to the specific regulatory requirements of publicly listed companies.

Our team is always up to date on the latest regulatory changes, ensuring your company remains compliant without the stress of navigating complex legal requirements on your own.

Outstanding Client Relations

We enhance shareholder interactions through personalised and responsive service to improve their overall experience. At BoardRoom, we deliver bespoke solutions that address your shareholders’ needs.

For example, we have improved shareholder communication and satisfaction for numerous clients by implementing innovative digital platforms. Our proactive service strategies further strengthen engagement and ensure long-term loyalty.

Proven Transition Success

Our experienced share registry and corporate secretarial teams have a proven track record of facilitating seamless transitions. BoardRoom has managed transitions for numerous publicly listed companies, minimising disruptions and ensuring a seamless switch.

Our extensive experience demonstrates our capability to handle complex transitions efficiently, focusing on reducing potential issues and delivering a streamlined process to provide peace of mind for companies during your switch to a new corporate provider.

Achieve a Seamless Corporate Service Provider Transition

Switching corporate service providers is a pivotal decision that can affect your company’s efficiency and stakeholder trust in the long term. To ensure a successful transition, assess providers on compliance knowledge, service quality, and track record while maintaining clear communication and proactive stakeholder engagement throughout the process.

If you’re looking to change corporate service providers, consider partnering with BoardRoom Hong Kong. Our experienced company secretarial and share registry teams ensure a seamless, coordinated transition, backed by a proven track record of successful long-term partnerships. Upgrade your corporate service provider with BoardRoom today for an exceptional client experience tailored to meet your evolving business needs.

How to take a strategic approach to regulatory compliance in Hong Kong

How to take a strategic approach to regulatory compliance in Hong Kong

How to take a strategic approach to regulatory compliance in Hong Kong

For long-term business success and credibility, regulatory compliance is crucial. But shifting regulatory landscapes pose a significant challenge to Asia-Pacific (APAC) businesses looking to grow throughout the region. Modern multi-country companies must ensure their compliance frameworks address the specific mandates and expectations of each jurisdiction in which they operate.

In this article, BoardRoom’s Group Director, Legal & Compliance Ai Min Lim and Hong Kong Compliance Director Davis Lau explain how businesses can take strategic action to ensure their compliance practices are aligned with the expectations of regulators, clients and partners. We will also explore the importance of building an internal compliance culture and choosing business partners that share your vision for strong compliance.

Regulatory requirements in the Asia-Pacific region

Following recent high-profile financial crime cases and the economic disruption of COVID-19, regulators across APAC are under mounting pressure to promote good governance and fair competition in their respective economies. Compliance requirements continue to change, making adaptability crucial for businesses operating across borders.

“The regulatory landscape is evolving, with companies now facing escalating regulatory demands,” says Davis Lau.

The main types of compliance

In the Hong Kong business world, compliance can be broken down into the following three categories:

Statutory compliance

The local laws or ‘ordinances’ that companies must fulfil to operate their businesses (eg. anti-money laundering laws)

Regulatory compliance

The standards and rules that govern how laws are enforced (these are enforced by administrative bodies and often have the same force as laws)

Corporate compliance

Good governance practices that are strongly encouraged by regulators but not required under law or regulation.

To continue operating and avoid penalisation, companies must comply with all relevant statutory and regulatory compliance requirements. However, the Hong Kong compliance agenda is now evolving beyond basic compliance to incorporate broader strategic issues, prevalent within the third category – corporate compliance.

Companies that take a holistic approach to compliance by pursuing all of the above categories with equal dedication will earn increased trust from their stakeholders, leading to greater competitive advantage.

Strategic compliance starts at the top

Strategic compliance

Taking a strategic approach to regulatory compliance will ensure your business not only meets but exceeds its governance goals. According to Ai Min Lim, one key strategy is to make sure your company’s compliance efforts start from the top.

“Management must recognise that they have to put resources into compliance and invest in it, because it’s not just ‘good to have’ — it’s absolutely crucial to protect the business,” she says.

Compliance cannot be driven by the Compliance Department (or equivalent) alone. It is the responsibility of the management team to set the tone and ensure that compliance is part of the company culture. The importance of compliance and the messaging around it must cascade down to staff across all levels to ensure uniform practice across the organisation.

Every member of an organisation, from the mailroom to the boardroom, needs to work together to achieve compliance. It is not just a process or policy on paper, but something that is operationalised and its importance understood at all levels of the organisation.

Build a culture of compliance

To create a compliance program that goes beyond ‘checking the boxes’, leaders need to start dismantling outdated perceptions of compliance as a burden.

Corporate workers are generally very busy with competing priorities. So with changes to regulations having a direct impact on day-to-day processes, it can be challenging for people to see compliance as a valuable part of business.

Key ways to cultivate an appreciation of regulatory compliance include:

Showing workers how compliance fundamentally makes their jobs easier
Appointing compliance champions in each business unit
Fostering two-way dialogue between employees and compliance officers/champions (eg. via support channels and Q&A sessions)

Once you have secured buy-in from all staff, your company’s risk of misconduct and subsequent penalisation will dramatically reduce.

Common challenges of compliance

All businesses in Hong Kong, no matter their size or industry, face similar obstacles in the pursuit of regulatory compliance. As the first step towards your compliance vision, it is important to identify these common challenges and explore how they might impact your organisation.

Keeping up with evolving requirements

According to a 2022 Regulatory Outlook report by Deloitte, the changeable nature of corporate rules across APAC means it will be increasingly difficult for organisations to maintain standard internal controls and processes. Relying on regulatory compliance management software alone is no longer an option.

For example, a new inspection regime is coming into effect under the Companies Ordinance for Protecting Personal Information. The mandatory regime applies to Hong Kong companies and registered non-Hong Kong companies (including listed companies) that must now take a number of time-sensitive actions to meet the new requirements.

To maintain ongoing compliance, companies must predict how emerging regulations may impact not only their compliance processes but also their business models and strategic direction. On top of this, they must correctly interpret the meaning of new laws, which are often expressed in complicated legal speak.

There is no one-size-fits-all approach

With local requirements varying greatly depending on the size, industry and location of your business, compliance is usually not a straightforward task.

“Compliance for a startup and compliance for a multinational corporation are very different concepts,” says Davis. This means there’s no single framework, roadmap or workflow tool available to make compliance easier. Its nuanced nature requires a tailored solution.

Fortunately, Hong Kong recognises that companies require some flexibility to implement the best governance practices to suit their circumstances. For example, while publicly listed companies are expected to comply with the Corporate Governance Code, they are allowed to deviate as long as they can provide considered reasoning in their annual report.

One-size-fits-all approach

How to stay across regulatory changes

Stay across regulatory changes

From setting the vision, devising the strategies, providing relevant training and then reporting on results, regulatory compliance requires significant resources to be effective.

Partnering with experienced providers across all business endeavours takes the guesswork out of responding to complex rules and regulations. Ultimately helping your staff understand their directive and potential implications. Plus, they can help you make strategic compliance decisions that align with changes in corporate governance and other regional-level activities.

Start implementing strategic regulatory compliance today

Strategic regulatory compliance benefits your business in several crucial ways. It protects you from reputational damage and hefty fines and promotes positive relationships with key stakeholders (including customers, staff and regulators) that will propel your business towards its goals.

Contact us to speak with a local expert about regulatory compliance in your organisation.

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Hong Kong looks to move towards an Uncertificated Securities Market (USM)

Uncertificated Securities Market (USM) | BoardRoom Hong Kong

Hong Kong looks to move towards an Uncertificated Securities Market (USM)

Uncertificated Securities Market News - Hong Kong looks to move towards an Uncertificated Securities Market (USM)

As one of the world’s leading IPO and securities markets, the Hong Kong Stock Exchange currently follows an electronic as well as paper framework when it comes to securities subscription, shareholding, corporate governance and shares trading. Specifically, paper subscriptions to Initial Public Offerings (IPOs) and shareholding in paper certificate format are still practiced.

In recent years, law makers, regulators and capital market practitioners alike have expressed the opinion that the Hong Kong securities market, should, could and would progress into a paperless, or uncertificated environment, like some of the world’s other leading securities markets.

As a result in January 2019, the Securities and Futures Commission (“SFC”), Hong Kong Exchanges and Clearing Limited (“HKEX”) and the Federation of Share Registrars Limited (“FSR”) jointly issued a public consultation paper on the Uncertificated Securities Market (“USM”) topic and future execution framework.

Uncertificated Securities Market (USM) Framework Implementation

In April 2020, a conclusion paper was published on a revised operational model for implementing an Uncertificated Securities Market (USM) in Hong Kong. While there’s a lot of information in the paper, many details are still far from final. One thing that is clear however, is that the proposed new Uncertificated Securities Market (USM) framework will bring with its fundamental changes to the IPO and securities markets at both primary and secondary market levels.

At the primary market (Initial Public Offering) level, new IPOs will no longer provide a paper-based subscription channel to IPO subscribers, neither will paper based share certificates be provided. The primary impact on the market will effectively be an expedition of the whole process from consolidation and integration of subscription data and funds from all viable channels for an IPO.

At the secondary (trading) level, USM will significantly impact the process flow, time, etc. of securities transactions.  In addition, from a corporate governance point of view, how shareholders choose to own and transact their shares, and with it how shareholder rights are represented will undergo considerable changes. This is important because a core objective of the Uncertificated Securities Market (USM) initiative is to ensure investors have a real option when it comes to deciding whether to hold securities in their own name or not. The current paper-based process can act as an impediment for effecting legal title transfers as it can be cumbersome and time-consuming.

BoardRoom Hong Kong - Uncertificated Securities Market (USM) Initiative

The Uncertificated Securities Market (USM) initiative is going to revolutionize the IPO and securities market and BoardRoom, as one of the active share registrars in the Hong Kong capital market, shared our insights and knowhow on the USM topic in three recent webinar sessions. The sessions were well received by our audience with many clients commenting that the sessions were “very informative” and “saved them the time of having to read the full paper released by SFC”.

As an important industry member who regularly participates in USM discussion, consultation and conclusion process our team is well equipped to answer any questions you may have on this update to the industry and we welcome your queries on the topic. If you would like more information on the Uncertificated Securities Market (USM) initiative, please reach out to our Share registry services experts today.

Please contact:

Kellie Chan, Director, Business Development: [email protected] , or

Elaine Liu , Director of Sales, Hong Kong and China Region: [email protected]

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