Document background
The Articles of Association and Memorandum of Association are mandatory constitutional documents required when incorporating a company in Hong Kong. These documents are filed with the Companies Registry and establish the fundamental rules governing the company's operations and management. They define everything from share capital structure and voting rights to board powers and meeting procedures. The Articles of Association detail internal management rules, while the Memorandum traditionally contained basic company information (though under the current Companies Ordinance, most of its contents are now part of the Articles). These documents must comply with the Hong Kong Companies Ordinance (Cap. 622) and can be modified through special resolution as the company evolves, subject to regulatory requirements. They form the backbone of corporate governance and are essential reference documents throughout the company's lifecycle.
