Companies Registry

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Common Seal is now Optional

The new Companies Ordinance simplifies the mode of execution of documents by companies. The keeping and use of common seal is now optional.

Please refer to the Frequently Asked Questions - Common Seal Section at the Companies Registry’s website for more details.

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Delivery of Annual Returns under the Companies Ordinance

Every company is required to deliver annual returns to the Registrar of Companies for registration.

Delivery of annual return by a public company or a guarantee company in respect of the company’s financial year that begins on or after 3 March 2014 must comply with the new requirements under the new Companies Ordinance (Cap. 622). Please refer to the information pamphlet on “Annual Return of a Local Public Company or a Company Limited by Guarantee”for details.

There is no change in the requirement for a private company to deliver annual returns. Please refer to the information pamphlet on “Annual Return of a Local Private Company” for details.

Please note:- Substantially higher registration fees are payable for late delivery of annual returns.

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New Licensing Regime for Trust or Company Service Providers and Keeping of Significant Controllers Registers by Companies

With effect from 1 March 2018, a new licensing regime for trust or company service providers has come into operation. Any person who carries on or wishes to carry on a trust or company service business in Hong Kong is required to apply for a licence from the Registrar of Companies. In addition, the new requirement for companies to ascertain and maintain up-to-date information on beneficial ownership by way of keeping a Significant Controllers Register was implemented on the same day.

For details, please refer to Companies Registry External Circular No. 1/2018 and Companies Registry External Circular No. 2/2018.