services

OFFSHORE SERVICES (INCLUDING OFFSHORE FUNDS, MATRIMONIAL, FAMILY AND PRIVATE WEALTH ARRANGEMENTS)

• Provide one-stop offshore services, reduce communication time, simplify the operation process, and focus on what matters most
• Formation and management of offshore companies
• Establishment and management of offshore funds (classic offshore fund structures such as SPC, ELP, ELC) etc.
• Set up an offshore trust and act as a trustee
• Design the investment structure
• Acting as a nominee shareholder or director
• Orphan SPV
• Jurisdictions include (but are not limited to):
British Virgin Islands (BVI), Cayman Islands, United States, United Kingdom, Singapore, Australia, Japan, Taiwan and other places

PRIVATE EQUITY & HEDGE FUND STRUCTURES IN HONG KONG:

LIMITED PARTNERSHIP FUND (HKLPF)
OPEN-ENDED FUND COMPANY (HKOFC) UMBRELLA FUNDS
• Set up the latest Hong Kong Limited Partnership Fund (HKLPF) and Open-ended Fund Company (HKOFC) umbrella funds in one go
• Cooperate with law firms to draft fundraising legal documents
• As required by law, a solicitor submits a Hong Kong Limited Partnership Fund (HKLPF) registration form
• Acting as a solicitor or accounting professional as the head of HKLPF
• Acting as a process agent for a person who is not resident in Hong Kong and serving process on behalf of a person
• Market research and intelligence
• Assessment and recommendations on the licensing requirements of fund managers
• Compliance assistance, internal control and policy and procedure advice on governance and risk management
• Tax planning and structuring of investments
• Arrange fund audit services

PRELIMINARY CONSULTATION ON THE LISTING OF MAJOR GLOBAL FINANCIAL MARKETS

• Strong experience in corporate finance and IPO applications for the founding team
• Co-ordinate the entire IPO plan from scratch
• Historical Financial Information and “Investment Stories”
• Key Listing Requirements
• Deal structure
• Corporate governance arrangements
• Arrange for sponsors, lawyers, accountants, industry consultants and other professionals to carry out the listing work

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CRYPTOCURRENCY-RELATED SERVICES

• Formulate strategies: the latest trends, market competition, market entry strategies
• Covers the RWA field and the stablecoin field
• Initial Coin Offerings, Exchange Listings
• Initial legal advice: legal structuring, drafting of legal documents and IP/employment advice
• Compliance supervision: regulatory application, review, compliance
• Transaction-related advisory: M&A support, valuation and due diligence
• Governance and control: KYC/AML, hot/cold wallets, and key management
• Tax and accounting: accounting treatment, transfer pricing, and personal and corporate taxes
• Cybersecurity: Security assessments, penetration testing, and incident response

SECRETARIAL SERVICES FOR LISTED COMPANIES IN HONG KONG

• The team consists of chartered company secretaries, solicitors and accountants, who are qualified to act as company secretaries of listed companies under the Main Board Listing Rules and GEM Listing Rules
• Providing support services to company secretaries of listed companies;
• Authorized representative services;
• Making annual, interim and quarterly results and reports;
• Holding an annual/extraordinary general meeting;
• Obtaining general mandates to repurchase and issue shares;
• Assisting Board members in handling matters relating to their committees;
• Assisting in matters relating to the Corporate Governance Code, compliance manual and other corporate governance matters;
• Assisting in amending constitutional documents and capital structure related matters; and
• Handling non-routine matters and other regulatory compliance services

SECRETARIAL SERVICES FOR HONG KONG LISTED COMPANIES

• Publication of voluntary announcements
• Preparation of next day disclosure returns
• Compliance with Part XV of the Securities and Futures Ordinance of Hong Kong Disclosure of Interests (DI Forms)
• Opening of a Disclosure of Interests Account (DION System) in accordance with Part XV of the Securities and Futures Ordinance of Hong Kong
• Corporate Governance Report
• Annual Results Announcement and Annual Report
• Interim Results Announcement and Annual Report
• Notifiable Transactions
• Change of directors of the company
• Attend meetings of the Board of Directors, Audit Committee or other committees on the same day
• Extraordinary General Meeting
• Environmental, Social and Governance Reporting (ESG Reporting)

PRIVATE COMPANY SECRETARIAL SERVICES IN HONG KONG

• Incorporation of Hong Kong Private Limited Company and Limited Company
• Submission of Annual Return for Registration
• Submit a notice of change of company name
• Submit a Notice of Change of Registered Address
• Submission of Notice of Change of Company Secretary and Director (Appointment/Resignation)
• Submit notification of change of particulars of company secretary and directors
• Acting as company secretary
• Application for deregistration of a private limited company
• Preparation and delivery of a special resolution of a private company declaring the company dormant for registration
• Arrange audits and tax returns

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CORPORATE BANK ACCOUNT OPENING

• After setting up a company, it is necessary to set up a corporate bank account to commence business operation
• Ocean and its partners can assist new companies in Hong Kong to open accounts with banks in Hong Kong
• Specific work includes:
Communicate with the bank about the customer’s situation and needs Lawyers, accountants certify company documents Let the bank know about the bank’s operations Assist the bank in completing the due diligence of the customer’s company

MERGERS AND ACQUISITIONS, LEGAL, FINANCIAL DUE DILIGENCE

• Conduct financial statement data analysis on the target company
• Review and inspect the accounting records of the target company
• Review all statutory records and tax-related matters
• Review of major agreements or related contracts
• View related party data and transaction status
• Site visit and asset inventory (if required)
• Analysis of working capital
• Identify potential issues, undocumented or understated liabilities, unpaid commitments, and more

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LIQUIDATOR IN THE WINDING-UP, DISSOLUTION AND WINDING UP OF THE COMPANY

• Handling winding-up proceedings (including voluntary liquidation and compulsory liquidation)
• Arranging the appropriate person to act as liquidator
• Handling of cancellation of registration and withdrawal of licence
• Apply for inactivity status on behalf of a Hong Kong company
• Provide guidance and handle matters related to the closure of the company/branch

OTHER SERVICES

• Immigration Services, Hong Kong Immigration Occupation Scheme (TTPS, QMAS and Scheme) and employment visas
• Immigration and further education in popular areas, such as:
• Singapore, Japan, Taiwan, United Kingdom, United States, Canada, Australia
• Set up a family office
• Corporate restructuring advice
• Chinese mainland, Hong Kong and global financial and tax consulting
• Global compliance consulting
• Investment project financing planning
• Acting for various types of licences (e.g. money lender licence, money service operator licence (i.e. money changer licence)
• Trademark and patent and intellectual property protection

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