Implementation of new Unique Business Identifier (UBI) for Hong Kong companies

The Hong Kong Companies Registry introduced, as of 27 December 2023, a new Unique Business Identifier (UBI) system for all entities under the administration of Hong Kong’s Registrar of Companies. The system has adopted the Business Registration Number (BRN) of the company or entity as its UBI.

The government said the move would sustain Hong Kong’s leading position as an international financial centre. UBI systems enable governments and businesses to more easily identify legal entities involved in various transactions and regulatory interactions and have been widely adopted in many other countries in recent years.

“UBI reduces possible errors caused by the use of different identifiers in identifying the same entity and, in turn, helps communication and exchange of data across government departments and businesses. The implementation of UBI also helps governments to enhance public service delivery and regulate entities more effectively,” said the Registry.

Which HK companies and entities are affected?

This is the second stage of introducing the UBI system. The first phase was implemented for Limited Partnership Funds with effect from 1 November 2021. The second phase now covers the following companies and entities:

• Companies incorporated or registered under the Companies Ordinance (Cap. 622).
• Open-ended fund companies incorporated or registered under Part IVA of the Securities and Futures Ordinance (Cap. 571).
• Limited Partnerships registered under the Limited Partnerships Ordinance (Cap. 37).
• Registered Trustees incorporated under the Registered Trustees Incorporation Ordinance (Cap. 306).
• Other entities formed or registered under various Ordinances administered by the Registrar.

What is the UBI of a company or entity?

The UBI of existing companies or entities that were incorporated or registered before 27 December 2023 will be their existing tax identification number (BRN) – the first eight digits of the Business Registration Certificate number that was assigned by the Business Registration Office of the Inland Revenue Department (IRD).

For new companies that are incorporated or registered on or after 27 December 2023, the BRN will also be adopted as their UBI number on the Certificate of Incorporation or the Certificate of Registration of Non-Hong Kong Company that are issued by the Companies Registry.

Any companies or entities that were incorporated or registered before 27 December 2023 that do not have a BRN, such as companies exempted from registration under the Business Registration Ordinance (Cap. 310), have been assigned a ‘dummy’ BRN with an alphabetic prefix by the Registry.

Such companies or entities do not have business records in the Business Register maintained by the IRD and should not use the dummy BRN for the application of the business registration documents or duplicates of a Valid Business / Branch Registration Certificate.

How will the UBI of a company or entity be used?

The BRN will remain as the Hong Kong companies’ tax identification number and will also become the number that is:

• Used on certificates of incorporation, registration and change of name, issued by the Companies Registry.
• Quoted on specified forms and documents delivered to the Companies Registry, in place of the existing Company Registration Number (CRN).
• Used for searching and identifying a company or entity under different services of the Companies Registry.

Will there be evidence of the change in identification number of a company / entity to UBI?

The Companies Registry issued a letter to each company prior to the implementation of Phase 2 of UBI to inform it of the change and its BRN. Sovereign forwarded these letters to clients upon receipt.

The Companies Registry is to make an Information Sheet evidencing the change to use the BRN as an identification number of every company or entity on the Companies Register available for public inspection shortly after 27 December 2023.

Companies can also apply for a Letter of Confirmation issued by the Companies Registry as evidence after the launch of the Revamped Integrated Companies Registry Information System (ICRIS). Sovereign can apply for a Letter of Confirmation on behalf to clients at cost.

What is the ‘Revamped’ Integrated Companies Registry Information System (ICRIS)?

As of 27 December 2023, the Companies Registry revamped the ICRIS and launched a brand new e-Services Portal. This enables all the electronic services of the Registry, including electronic document submission and search services, to be accessed through the e-Services Portal round the clock anytime and anywhere.

The UBI has replaced the previous Company Registration Number (CRN) as the identification number for all companies or entities under the administration of the Registrar of Companies.

The electronic submission services provided through the e-Filing Services under the new e-Services Portal have replaced the previous electronic submission services provided under the e-Registry and GovHK.

To facilitate the launch of the Revamped ICRIS, the Registrar of Companies has specified the requirements for documents to be delivered in electronic form or in other form to the Registrar for registration under various Ordinances.