In this course · 5 of 5
Course 5
Appoint or change your auditor
5 lessons · 5 min

The short answer
To change auditors in a Hong Kong company, appoint the new firm at the AGM or an equivalent general meeting, remove the old auditor or accept their resignation, and file Form NA1 or NA2 with the Companies Registry within 15 days. The new auditor normally contacts the old one under the ethics code.
Choosing the route
- At year-end, not reappointing: members can resolve not to reappoint, with special notice where required (s.403(2)(c)), or the auditor can decline.
- Mid-term: remove by ordinary resolution with special notice (s.419), or the auditor resigns (s.417).
Steps
- Pick the new firm, check its AFRC registration and independence, and agree an engagement letter and fee.
- Tell the outgoing auditor if the change is a removal or non-reappointment; they may deliver a statement of circumstances (ss.424-427).
- File with the Registrar within 15 days: Form NA1 for removal (s.419(4)) or NA2 for resignation (s.417(3)).
- Appoint the new auditor (s.396 or s.397), noting the new person does not take office until the previous appointment ends (s.402(2)(a)).
- Allow the outgoing auditor to give work-related information to the incoming auditor in good faith (s.414).
Professional clearance The HKICPA Code of Ethics asks a prospective accountant to evaluate the threats before accepting an engagement held by another accountant. Depending on the engagement, that may call for direct communication with the existing accountant to establish the reasons for the change.
Avoid Leaving the change late in the year, or changing firms to avoid a qualified opinion. Outgoing auditors' circumstances can be raised with members.
Legal basis and sources
The law
- Companies Ordinance (Cap. 622), ss.396, 397, 402, 403, 414, 417, 419, 424-427
General information for business owners, not legal, tax or professional advice. Rules change, so check the sources or ask a licensed professional before you act.
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