Hong Kong passed a new Companies Ordinance (Cap. 622) in 2012, which was designed to enhance corporate governance, ensure better regulation, facilitate business and modernise the existing law. It provided for a new inspection regime for personal information on the Companies Register maintained by the Companies Registry.
The new Companies Ordinance commenced operation in March 2014, but some members of the public raised concerns about the public availability of the ‘usual residential addresses’ (URAs) and ‘full identification numbers’ (IDNs) of directors of companies, as well as full IDNs of company secretaries and some other individuals such as liquidators and provisional liquidators.
As a result, a revised inspection regime for the Companies Register is in the process of being implemented in three phases:
- Phase 1 – From 23 August 2021, companies were permitted to replace the URAs of directors with their correspondence addresses and replace the full IDNs of directors and company secretaries with their partial IDNs on their own registers for public inspection.
- Phase 2 – From 24 October 2022, ‘Protected Information’ on the Index of Directors on the Register will be replaced by correspondence addresses and partial IDNs for public inspection. Protected Information contained in documents filed for registration after commencement of this phase will not be provided for public inspection. Only ‘specified persons’ will be permitted to apply to the Registry for access to ‘Protected Information’ of directors and other persons.
- Phase 3 – From 27 December 2023, data subjects can apply to the Registry to withhold their Protected Information contained in documents registered with the Registry from public inspection. Such information will be replaced with their correspondence addresses and partial IDNs. Only ‘specified persons’ will be permitted to apply to the Registry for access to ‘Withheld Information’ of directors and other persons.
The list of ‘specified persons’, contained in Section 12(1) of the Companies (Residential Addresses and Identification Numbers) Regulation, includes:
- A data subject;
- A person who is authorised in writing by a data subject to obtain the information;
- A member of the company;
- A liquidator;
- A trustee in bankruptcy;
- A public officer or public body;
- A person specified in the Schedule to the Regulation;
- A solicitor or foreign lawyer;
- A certified public accountant (practising).
Further details on the New Inspection Regime can be viewed at https://www.cr.gov.hk/en/legislation/nir/overview.htm
Sovereign clients that are, or may be, affected by the amended Inspection Regime, will be informed by their relevant account manager. Further actions will also be proposed. If you have any questions, please Contact Sovereign Hong Kong or your account manager.
We will issue further updates in response to future announcements by the Companies Registry of Hong Kong.
