The Government published in the Gazette on 18 June 2021 the Companies Ordinance (Commencement) Notice 2021, the Companies Ordinance (Commencement) (No. 2) Notice 2021, the Companies Ordinance (Commencement) (No. 3) Notice 2021, the Companies (Residential Addresses and Identification Numbers) Regulation, the Company Records (Inspection and Provision of Copies) (Amendment) Regulation 2021, the Companies (Non-Hong Kong Companies) (Amendment) Regulation 2021 and the Companies Ordinance (Amendment of Schedule 11) Notice 2021.
The Companies Ordinance (CO) passed by the Legislative Council (LegCo) in 2012 contains provisions stipulating that the Companies Register (the Register) of the Companies Registry (CR) is to make available for public inspection correspondence addresses of directors in place of their usual residential addresses (URAs), and partial identification numbers (IDNs) of directors, company secretaries and other relevant persons in place of full IDNs, but have not commenced. The above pieces of subsidiary legislation are made to implement the new inspection regime concerned.
The new inspection regime will be implemented in phases:
(a) Phase 1 – from August 23, 2021, companies may replace URAs of directors with their correspondence addresses, and replace full IDNs of directors and company secretaries with their partial IDNs for public inspection on their own registers;
(b) Phase 2 – from October 24, 2022, Protected Information on the Index of Directors on the Register will be replaced with 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. “Specified persons” could apply to the CR for access to Protected Information of directors and other persons; and
(c) Phase 3 – from December 27, 2023, data subjects could apply to the CR for protecting from public inspection their Protected Information contained in documents already registered with the CR before commencement of Phase 2, and replace such information with their correspondence addresses and partial IDNs. “Specified persons” could apply to the CR for access to Protected Information of directors and other persons.
The list of “specified persons” will include –
(a) a member of the company;
(b) a public officer or public body;
(c) a person/organisation appointed or provided under statute who needs to use Protected Information for execution of statutory functions;
(d) a solicitor who practises law in a Hong Kong firm and a foreign lawyer who practisesforeign law in a Hong Kong firm or a foreign firm under the Legal Practitioners Ordinance (Cap. 159);
(e) a certified public accountant (practising) under the Professional Accountants Ordinance (Cap. 50);
(f) an authorized institution under the Banking Ordinance (Cap. 155); and
(g) a financial institution (e.g. a securities company, an insurance company, a money service operator, a Stored Value Facility Licensee, etc.) and designated non-financial businesses and professions (including accounting and legal professionals, estate agents, and Trust or Company Service Provider Licensees) regulated under the Anti-Money Laundering and Counter-Terrorist Financing Ordinance (Cap. 615).
