passed in July 2012 to become the new Companies Ordinance. This was followed by enactment of 12 pieces of subsidiary legislation and three notices made under the new Ordinance. Except for those provisions identified in the Companies Ordinance (Commencement) Notice 2013, the new Ordinance came into operation on March 3, 2014.
The Companies Ordinance (Amendment of Eighth Schedule) Order 2012, which abolishes capital duty levied on local companies, came into operation on June 1, 2012.
The Registry provides the secretariat to the Standing Committee on Company Law Reform (SCCLR). The principal function of the SCCLR is to advise the government on amendments to the Companies Ordinance and the Companies (Winding Up and Miscellaneous Provisions) Ordinance to ensure that the relevant legislation meets the changing needs of the business community.
INSOLVENCY ADMINISTRATION
Structure: The Official Receiver's Office, headed by the Official Receiver (OR), was established on June 1, 1992 to take over the powers and perform the duties of the Insolvency Division of the then Registrar General's Department. The OR, when appointed by the court or creditors, will act as liquidator of companies ordered to be wound-up by the court under the Companies (Winding Up and Miscellaneous Provisions) Ordinance or as trustee-in-bankruptcy of individuals or partnerships declared bankrupt by the court under the Bankruptcy Ordinance.
The Official Receiver's Office consists of four divisions, namely, the Case Management Division, the Legal Services Division, the Financial Services Division and the Departmental Administration Division. The Case Management Division is staffed by insolvency grade officers who are responsible for the realisation and distribution of assets, monitoring the conduct of outside liquidators, and trustees and administration of the ordinances relating to winding-up and bankruptcy. The Legal Services Division is staffed by qualified legal officers who handle civil litigation, provide internal general legal advisory services, investigate and prosecute insolvency offenders, and apply for the disqualification of directors of insolvent companies. The Financial Services Division is staffed by treasury and accounting grade officers who perform financial and accounting investigations into insolvency cases, conduct statutory audits of accounts and manage and invest insolvency monies. The Departmental Administration Division is staffed by Executive Officers, Official Languages Officers and clerical grade staff who provide general administration services to facilitate smooth functioning of the department.
Insolvency Services: Once a bankruptcy order is made by the court against an individual or a winding-up order is made against a company, the OR becomes the provisional trustee of the bankrupt's property or the provisional liquidator of the company respectively. For estates with estimated assets of not more than $200,000 which represent the vast majority of insolvency cases, the OR may apply to the court for a summary procedure order and will become the trustee or the liquidator of the estates. For non-summary cases, a meeting of creditors and also of contributories (in case of compulsory winding-up) will be held to decide who will be appointed as trustee or liquidator. The OR charges her fees on the amount of assets realised and distributed to creditors, and also on the amount of funds invested. In 2014/2015, there were 10 108 bankruptcy orders and 284 winding-up orders made by the court.
The OR operates two contracting-out schemes for administration of bankruptcy or compulsory winding-up cases. The first scheme is for contracting out through a tender system debtor petition summary bankruptcy cases with estimated assets of not more than $200,000. The other scheme is for contracting out also through a tender system summary compulsory winding-up cases with estimated realisable assets of not more than $200,000.
The OR also takes proceedings under Part IVA of the Companies (Winding Up and Miscellaneous Provisions) Ordinance to apply to court for orders against directors of insolvent companies with unfit conduct to disqualify them from being director of a company. In 2014/2015, a total of 20 disqualification orders were issued by the court.
Efficiency Improvement and Future Development: The Official Receiver's Office has pledged to provide in Hong Kong a high quality insolvency service on par with international standards. The objectives are to keep Hong Kong to the forefront as a major international financial centre and to ensure that the best possible services are provided to the public in an open and accountable manner in accordance with the performance standards and targets set.
Booklets containing the performance pledges of the Official Receiver's Office and information on bankruptcy, compulsory winding-up of companies and Individual Voluntary Arrangement are available to the public free of charge. There is also a Services Advisory Committee, comprising representatives of major users of the department's services. Its main function is to provide customer input and suggest improvements to the department's services.
The Official Receiver's Office utilises two major computer systems to assist in its management and data handling. The first is the Insolvency Estates Funds and Accounting System, which provides facility for case management activities and the accounting of estate funds and funds management through the production of enhanced reports and the fast retrieval of financial information; and the other is the Official Receiver's Office Management Information System which provides accurate and timely insolvency statistics and supports a bilingual public search facility. Since October 2002, online search for bankruptcy and compulsory winding-up information can be conducted over the Internet 24 hours a day.
Improvement of Corporate Insolvency Law: The Government is conducting an exercise to improve the corporate insolvency provisions under the Companies (Winding Up and Miscellaneous Provisions) Ordinance. The underlying objectives of the corporate insolvent law improvement exercise are to facilitate more efficient administration of the winding-up process, increase protection of creditors and enhance regulation of the winding-up process having regard to international experience. Backed by the general support for the legislative exercise, the Government is preparing an amendment bill with a view to introducing it into the Legislative Council in 2015. Besides improving the existing corporate insolvency provisions, the Government is also formulating legislative proposals on a new statutory corporate rescue procedure and insolvency trading provisions and the current plan is to conduct further stakeholders' engagement in 2015.
| Published by the Information Services Department, Hong Kong Special Administrative Region Government GovHK Website: http://www.gov.hk Information contained in this publication may be freely used. No acknowledgement is necessary. |
Companies Registry Home Page address: http://www.afcd.gov.hk Official Receiver's Office Home Page address: http://www.oro.gov.hk |
August 2015 |
