Companies Registry Clarifies Rules on Display of Company Name

On 24 July 2014 the Companies Registry, in its new Companies Ordinance, clarified its requirements with respect to disclosure of company names. The Companies (Disclosure of Company Name and Liability Status) Regulation (Cap.622B) (the “Regulation”) indicates that companies that are registered bilingually can now display their company name in English, Chinese or both languages.

Display of Registered Name

Companies had previously been required to display their company name outside every office or business location in a visible position and in legible characters. The new requirement is now relaxed such that the company name may be displayed inside or outside the office. The company is exempt from displaying its company name if a liquidator or receiver has been appointed.

The Securities and Futures Commission (the “SFC”) licensed corporations are also reminded of their existing obligations pursuant to the Securities and Futures Ordinance Under section 3 of the Securities and Futures (Miscellaneous) Rules to display their SFC license certificate in a visible or prominent position.

The new Companies Ordinance also requires a company to display its registered name and liability status in legible characters on the company’s website. Both hard and soft copy (electronic) communication documents, including business letters, notices and any other publications, as well as transaction instruments, must also state the registered name and liability status. Unofficial publications are not subject to these conditions.

Consequences of Non-Compliance

Failure by the company and every responsible person to adhere to the disclosure of company name guidelines is deemed an offence punishable by a level 3 fine under Section 7 of the regulation, which is a fine up to HK$10,000.

In case of uncertainty as to the registered company name, please refer to the Certificate of Incorporation or Certificate of Change of Name.