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In brief

Phase 3 of the new inspection regime (“Inspection Regime“) for personal information on the companies register will come into effect from 27 December 2023, allowing directors and other relevant individuals to apply to withhold their protected information from public inspection.

We refer to our previous alerts, which set out the background of the Inspection Regime.


Background

On 23 August 2021, the new Inspection Regime under the Companies Ordinance (Cap. 622) came into effect. It applies to both Hong Kong-incorporated companies and registered non-Hong Kong companies and has been implemented in three phases.

Previously, the usual residential address (URA) and full identification number (IDN) (“Protected Information“) of a company’s director, alternate director, company secretary, authorized representative or other relevant persons (“Data Subject“) could be accessed by the public. The new Inspection Regime replaces the URAs and full IDNs of Data Subjects with their correspondence address (CA) and partial IDNs. 

Phase 1 of the Inspection Regime allowed companies to limit public inspection on their own registers to only CAs and partial IDNs of Data Subjects. Under Phase 2, Protected Information contained in any new documents registered with the Companies Registry (“Registry“) from the commencement date of 24 October 2022 is no longer available for public inspection and has been replaced with CAs and partial IDNs. Specified persons (“Specified Persons“) may apply to access Protected Information. 

Key changes in Phase 3

Phase 3 of the Inspection Regime comes into effect on 27 December 2023. From this date, any Data Subject may apply to the Registry to disallow disclosure of their Protected Information contained in documents filed with the Registry prior to the commencement of Phase 2. Such information will be replaced with their CA and partial IDN. Specified Persons may still apply to the Registry to access such Protected Information.

How and to whom is it relevant 

Phase 3 seeks to protect primarily the personal data privacy of Data Subjects. It is therefore more relevant to the Data Subjects rather than the Hong Kong companies. Essentially, any Data Subjects (including those who ceased to hold any position in the Hong Kong companies or registered non-Hong Kong companies), whose Protected Information were disclosed to the Registry before 24 October 2022, and who wish to withhold their Protected Information from public inspection, may do so by applying to the Registry to request that their Protected Information be withheld. Since the commencement of Phase 3 does not trigger an automatic process to protect Protected Information, the Data Subjects’ Protected Information will continue to be available for public inspection in all documents filed with the Registry unless the Data Subjects apply to withhold public disclosure. Our Firm would be able to assist with making this application. 

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For further information, please get in touch with our lawyers set out under the “Contact Information” or your usual Baker McKenzie contact. We would be happy to advise on the next steps to be taken under this new regime.

Author

Tracy Wut is the managing partner for Baker McKenzie's China and Hong Kong offices. She is experienced in mergers and acquisitions and foreign direct investments in China. She regularly acts for clients in complex cross-border transactions, in particular in the pharmaceuticals and healthcare sector, and navigates clients through various issues relating to investments in China. She has been recommended as a leading lawyer in Corporate/M&A by Chambers Global, Corporate/M&A and Life Sciences by Chambers Asia and M&A and private equity by IFLR1000. She is the co-head of the Pharmaceuticals and Healthcare Industry Group in China and Hong Kong.

Author

Liza Murray is a partner in Baker McKenzie's Corporate Practice Group in Hong Kong. Liza is a fellow member of the Institute of Chartered Secretaries and Administrators, and a fellow member of the Hong Kong Institute of Company Secretaries. She currently sits on the Professional Services Panel of the Hong Kong Institute of Company Secretaries.

Author

Jannie Mak is a Senior Manager in Baker McKenzie, Hong Kong office.

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