Section 469 of the new CO allows a company to release a director of the director`s responsibility to a third party if the conditions are met. Certain debts and costs cannot be covered by compensation, such as penalties, penalties imposed by regulatory authorities, costs of defending a criminal proceeding when the director is found guilty, and the costs of defending civil proceedings against the director of the company or a related company in which the director is tried. As far as I know, there is no director`s contract in Hong Kong. Only the MAA governs the directors` powers and duties against the company. If you want to enter into a contract between the company and someone who is a company manager, you are free to do so. You can see it as an employment contract if you wish. Directors are not employees per se. Directors are individuals (or other companies) who represent the company and have the power to act on its behalf. As a director (assuming the MAA does not limit you), you can enter the company into contracts. B, for example opening a bank account, signing a rental agreement, etc. Yes, as a director, you can perform all day-to-day and management tasks, unless the MAA forbids it (z.B by requiring all administrators to sign a new contract and not just one). There is no real legal role for an “employee” in this corporate law context – it is really anyone who forces the company to perform certain tasks permanently for remuneration (or even without remuneration).
They are not part of the structure of the company, unless they are de-defused by participation or act (also) as directors. Directors may decide to give a staff member the power to act on behalf of the company in contractual matters that are normally executed only by directors, but this requires at least a decision of the board of directors and perhaps an amendment to the MAA. In most SME cases, it would be easier to involve the staff concerned as an additional manager. Besides, by the way – happy, except the complexity of your situation, but if your plan is to establish an HK business with yourself as a manager in order to sponsor your own work visa and work in HK, then you are probably a brick wall to meet the immigration department. If the company is a limited company, the decision should be made without the agreement of the director with whom the service delivery contract must be concluded and any member who holds the shares of the company in the trust of that director without approving it.