Hong Kong Company Search: Companies Registry Guide
What the Hong Kong Companies Registry shows about a company and how to read it for due diligence.
The Companies Registry of Hong Kong is the starting point for checking a Hong Kong company. Searches run through its e-Services Portal, which the Registry describes as the place to conduct e-Search Services. This article walks through what the searches show, in the order a careful reviewer would read them, and what they leave out.
Identify the company
Every company on the register has a company registration number, often called the CR number. Search by number where you can. The free Company Name Search covers current and previous names of companies on the register, including dissolved ones, and shows basic information such as the date of incorporation, the history of company name changes, the company type and the date of dissolution. Name history matters: a company that has changed its name recently may be trading on a reputation built under an earlier name.
Free searches
- Document Index Search. A list of the documents filed by the company, registered or pending registration, with names, filing dates, file size and processing status. Read it as a timeline of the company’s life.
- Charges Index Search. A list of the company’s registered charges, with a brief description, the charge registration number and the dates of creation and registration.
- Disqualification Orders Index Search. The names of individuals and bodies currently disqualified by the court from acting as directors or taking up other specified offices.
Paid searches
The Registry also offers payable services. The Company Particulars Report summarises the registered office, share capital structure, shareholder information (for Hong Kong companies with a share capital), current directors, company secretary and any receiver or manager. The Directors Index Search lists the current directors of a company, or the companies of which a person is currently a director. The Image Record Search provides digitised copies of registered documents chosen from the Document Index or the charges index. Fees and subscription terms change, so check the current fee on the Registry site rather than relying on any figure quoted elsewhere.
The annual return
Companies deliver an annual return, form NAR1 for a private company, which is how the register is kept up to date on matters such as shareholders. For a private company it is due within 42 days after the anniversary of incorporation each year, according to the Registry’s guidance on filing requirements. Look in the Document Index for the most recent NAR1: a company that has missed years, or filed late, tells you something about how it is run. Open the image record to compare shareholders and share capital with what the company has told you.
The charges register
A charge records security the company has given, usually to a lender. The index tells you a charge exists, and when it was created and registered. It does not tell you the current debt. Compare the list with the borrowings the company has disclosed, ask about charges that look old, and ask for evidence of satisfaction where a facility is said to be repaid.
A due-diligence reading
- Match the identity. Name, CR number and company type should agree with the contract.
- Read the Document Index as a timeline. Look for name changes, changes of directors and secretary, share allotments and the regularity of annual returns.
- Compare the people. Check the directors against the individuals you have dealt with, and search them for other directorships and disqualification.
- Follow the shareholders. If a shareholder is itself a company, repeat the search on it, wherever it is incorporated, and note where the chain stops.
- Read the charges. Compare them with the debt the company has disclosed.
- Record the date. The register changes; save the report with the date it was read.
What the Registry does not show
- Court cases. Litigation is held by the courts, not the Registry. See our note on litigation and court records.
- Bank and tax position. Cash, revenue and tax are not on the register. Kubr compares them with the company’s own figures only with the company’s consent.
- Accuracy. The register records what was delivered to it, not whether it is correct.
- Ultimate owners behind corporate shareholders. A chain that ends offshore is a limit of the records.
Our Hong Kong page explains how the Registry fits with the other records in a Kubr report. For the general method, see KYB verification.
Sources
Primary registries and regulators referred to in this article:
- Companies Registry, Hong Kong
- Companies Registry e-Services Portal
- Companies Registry: How to Obtain Company Information (PAM 10E)
- Companies Registry: Electronic Search Services
- Companies Registry: Filing Requirements of a Local Limited Company (PAM 5E)
- Companies Registry: Major Fees under the Companies Ordinance
Kubr accesses bank and tax records only with the company’s consent.
This article is general information, not legal, financial or investment advice.