Introduction Part 1 of the new Companies Ordinance («new CO») is an introductory part that sets out the title of the new CO, its commencement, the interpretation and definitions of various terms and expressions that are used throughout the new CO, including «responsible person», «subsidiary», «parent undertaking» and «subsidiary undertaking»,…

INTRODUCTION Part 2 (Registrar of Companies and Companies Register) of the new Companies Ordinance («new CO») contains provisions relating to the Registrar of Companies («the Registrar»), the Companies Register and the registration of documents by the Registrar. POLICY OBJECTIVES AND MAJOR CHANGES 2. Part 2 contains initiatives that aim at…

INTRODUCTION Part 3 (Company Formation and Related Matters, and Re-registration of Company) of the new Companies Ordinance («new CO») contains provisions relating to company formation and registration, re-registration of unlimited companies as companies limited by shares and related matters. POLICY OBJECTIVES AND MAJOR CHANGES 2. Part 3 contains initiatives that…

INTRODUCTION Part 4 (Share Capital) of the new Companies Ordinance («new CO») contains provisions relating to the core concept of «share capital» and its creation, transfer and alteration. POLICY OBJECTIVES AND MAJOR CHANGES 2. Part 4 contains initiatives that aim at modernising the law (subparagraphs (a) and (b) below), enhancing…

INTRODUCTION Part 5 (Transactions in relation to Share Capital) of the new Companies Ordinance («new CO») contains provisions concerning «capital maintenance» (reduction of capital and purchase of own shares («buy-backs»)) and related rules (financial assistance by a company for the purpose of acquiring shares in the company or its holding…

INTRODUCTION Part 6 (Distribution of Assets and Profits) of the new Companies Ordinance («new CO») contains provisions that deal with distribution of profits and assets of a company to members. POLICY OBJECTIVES AND MAJOR CHANGES 2. Part 6 does not introduce fundamental changes to the distribution provisions in the Companies…

INTRODUCTION Part 7 (Debentures) of the new Companies Ordinance («new CO») contains provisions that deal with matters concerning debentures, for example, keeping of the register of debenture holders, rights to inspect and make copies of the register, trust deeds and other documents and convening meetings of debenture holders. POLICY OBJECTIVES…

INTRODUCTION Part 8 (Registration of Charges) of the new Companies Ordinance («new CO») contains provisions that deal with registration of charges by both Hong Kong and registered non-Hong Kong companies. It sets out the types of charges that require registration, registration procedures, consequences of non-compliance, and other related matters such…

INTRODUCTION Part 9 (Accounts and Audit) of the new Companies Ordinance («new CO») contains the accounting and auditing requirements, namely provisions in relation to the keeping of accounting records, the preparation and circulation of annual financial statements, directors' and auditors' reports and the appointment and rights of auditors. New provisions…

INTRODUCTION Part 10 (Directors and Company Secretaries) of the new Companies Ordinance («new CO») contains provisions relating to directors and company secretaries. POLICY OBJECTIVES AND MAJOR CHANGES 2. Part 10 contains initiatives that aim at enhancing corporate governance, improving regulation and modernising the law. The initiatives that aim at enhancing…