On 12 July 2012, the Legislative Council in Hong Kong passed the new Companies Ordinance (the “New Ordinance”). This is a significant milestone for the development of company law in Hong Kong. The last major overhaul of the existing Companies Ordinance (the “Old Ordinance”) was almost 20 years ago in 1984. The New Ordinance is one of the largest pieces of legislation in Hong Kong.
The Companies Ordinance provides the legal framework which enables the business community to form and operate companies in Hong Kong (including overseas companies operating in the jurisdiction). The changes to be introduced by the New Ordinance are extensive and many of them will affect the interests of those parties who have dealings with companies, such as members and creditors.
The New Ordinance was published in the Government Gazette in August 2012. It will become effective on a day to be appointed and published in the Gazette (“Commencement Date”), which is expected to be in 2014. From the Commencement Date, all the provisions in the Old Ordinance concerning existing companies will be repealed.